Clopay Building Products’ $180 Million Acquisition of CornellCookson

Baird is acting as Griffon’s financial advisor and Dechert is acting as Griffon’s legal counsel for the acquisition of CornellCookson.

Griffon Corporation’s subsidiary, Clopay Building Products Company, Inc. has entered into a definitive agreement to acquire CornellCookson, Inc., a leading US manufacturer and marketer of rolling steel door and grille products designed for commercial, industrial, institutional, and retail use, for $180 million. After taking into account tax benefits resulting from the transaction, the effective purchase price is approximately $170 million.

The acquisition is expected to be financed through cash on hand. The acquisition is subject to customary closing conditions, and is expected to close in June 2018.

Griffon and CornellCookson have structured the acquisition such that it will be treated as an asset purchase for tax purposes. This election will generate a tax benefit with an estimated present value of more than $10 million for Griffon and its shareholders.

In the first full year of operations, Griffon expects CornellCookson to contribute $200 million in net sales and $0.15 in earnings per share.

Griffon Corporation manufactures building products, specialty plastic films, and electronic information and communication systems. The company, led by Ronald J Kramer, Robert F Mehmel and McHael A Sarrica, in 2017 recorded $1.525 Billion Revenues.

The Dechert team advising Griffon is comprised of corporate partners Martin Nussbaum (Picture) and Christian Materese, as well as tax partner Steven Clemens, employee benefits partner Stephen Skonieczny, employee benefits associate Sarah Burke and corporate associates Matthew Virag and C.J. Ciarrocchi.

Involved fees earner: Martin Nussbaum – Dechert; Christian Materese – Dechert; Matthew Virag – Dechert; C.J. Ciarrocchi – Dechert; Steven Clemens – Dechert; Stephen Skonieczny – Dechert; Sarah Burke – Dechert;

Law Firms: Dechert;

Clients: Griffon Corporation (GFF);

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Author: Ambrogio Visconti