3M today announced Thursday it has entered into a definitive agreement to acquire Scott Safety from Johnson Controls for a total enterprise value of $2.0 billion. Scott Safety is a manufacturer of innovative products, including self-contained breathing apparatus systems, gas and flame detection instruments and other safety devices that complement 3M’s personal safety portfolio.
“Personal safety is a core growth business within the 3M portfolio,” said Inge G. Thulin, 3M chairman, president and chief executive officer. “This acquisition leverages our fundamental strengths in technology, manufacturing, global capabilities and brand, and builds upon recent portfolio actions within our Safety and Graphics business to position it for long-term success.”
Scott Safety’s products help protect firefighters, industrial workers, police, military, homeland security forces, and rescue teams around the world from environmental hazards. The business had annual revenues in 2016 of approximately $570 million.
“Scott Safety is a recognized leader in the safety industry with a portfolio of strong products, brands, and a talented team of dedicated employees,” added Frank Little, executive vice president, 3M Safety and Graphics Business Group. “Combining 3M’s products, brands and global capabilities in personal protective equipment with Scott Safety’s well-regarded safety products will provide a broader array of safety products and solutions, enhancing our relevance to customers worldwide.”
3M’s Personal Safety Division provides respiratory, hearing, and fall protection solutions that help improve the safety and health of workers. The business also supplies products and solutions in other safety categories such as reflective materials for high-visibility apparel, protective clothing and head, eye, and face protection.
On a GAAP reported basis, 3M estimates the acquisition to be $0.10 dilutive to earnings in the first 12 months following completion of the transaction. Excluding purchase accounting adjustments and anticipated one-time expenses related to the transaction and integration, 3M estimates the acquisition to be $0.10 accretive to earnings over the same period.
The effective enterprise value multiple is approximately 11 times estimated annual adjusted EBITDA for the first 12 months following completion of the transaction, including expected run rate synergies.
The transaction is expected to close in the second half of 2017, subject to customary closing conditions, regulatory approvals, and information or consultation requirements with relevant works councils. 3M will finance the transaction through a combination of cash and debt.
Scott Safety employs approximately 1,500 people worldwide and is headquartered in Monroe, N.C.
Citi and Goldman, Sachs & Co. acted as financial advisors to 3M and Cleary Gottlieb Steen & Hamilton LLP acted as legal counsel to 3M.