Welbilt has agreed to Ali Group’s all-cash offer of $24 per share and the two companies have entered into a definitive merger agreement. The deal, with an enterprise value of $4.8 billion, is expected to close in early 2022 and has been approved by the boards of directors for both companies.
Also on July 14, 2021, Welbilt said the company terminated the merger agreement it entered into with The Middleby Corporation on April 20, 2021. Per the terms of the Middleby merger agreement, Ali Group has paid Middleby a $110 million termination fee on Welbilt’s behalf as agreed to in the Ali Group merger agreement. In light of the termination of the agreement with Middleby, Welbilt is canceling its July 21, 2021, special stockholder meeting to approve the Middleby transaction.
This deal remains subject to customary closing conditions, including the approval of Welbilt shareholders. Upon completion of the transaction, Welbilt’s shares will no longer trade on The New York Stock Exchange. Welbilt expects to announce a special stockholder meeting to approve the Ali Group transaction at a later date. Activist shareholder Carl C. Icahn (and affiliates), who owns 7.7% of Welbilt stock, has entered into a support agreement in favor of the transaction.
The news comes one day after Middleby Corp. announced it would not increase its offer to acquire Welbilt.