Duravant LLC (“Duravant”), a global engineered equipment and automation solutions provider to the food processing, packaging and material handling sectors, has announced that it has entered into a definitive agreement to acquire Key Technology, Inc. (“Key Technology”) (NASDAQ: KTEC), a leading designer and manufacturer of digital sorting, inspection, conveying and processing equipment. The transaction brings together two global engineered equipment leaders and significantly extends Duravant’s reach across food processing with new complementary products and applications.
Under the terms of the agreement, which has been unanimously approved by Key Technology’s Board of Directors, Duravant will commence a tender offer to acquire all of the outstanding shares of Key common stock for $26.75 in cash, in a transaction valued at approximately $175 million.
Key Technology is a worldwide leader in advanced automation systems for food processing and other end markets. Their portfolio includes highly intelligent optical inspection and digital sorting systems, vibratory conveying systems, and process and preparation systems. With corporate headquarters in Walla Walla, Washington and facilities in the Netherlands, Belgium, Australia and Mexico, Key Technology serves national and multi-national customers with leading-edge technical, mechanical, optical and software-based solutions designed to optimize yield, quality and efficiency.
“I’m thrilled to welcome the Key Technology team to Duravant,” said Mike Kachmer, president and CEO of Duravant. “Key Technology’s culture of customer-centric innovation and their ability to successfully launch new technology platforms has been a driving force behind their impressive growth. Our two organizations share the same unwavering commitment to solving complex challenges for our customers through innovation.”
“Key Technology is truly excited and honored to join Duravant, and we have great expectations for the future of our combined teams,” said Jack Ehren, president and CEO of Key Technology. “Duravant’s strong commitment to investment and growth will enable Key to accelerate the execution of our overall strategic plan and even further enhance our customer partnerships.”
Duravant serves customers and partners in over 190 countries worldwide across multiple sectors including food and beverage, agriculture, household goods, pharmaceuticals, distribution and industrials. With a portfolio of world-class brands and automation solutions, Duravant connects equipment, integration and lifecycle management through the company’s SupportPro services.
“The combined global infrastructure of Duravant and Key will also help us advance our commitment to increased geographic market and new application penetration,” added Ehren.
The transaction is expected to close in the first quarter of 2018, subject to the tender and acceptance of at least a majority of the outstanding shares of Key common stock as well as other customary closing conditions. Following the close of the transaction, Key Technology will become a member of the Duravant family of operating companies.
Baird served as exclusive financial advisor to Key Technology. Tonkon Torp LLP served as legal advisor to Key Technology. Cleary Gottlieb Steen & Hamilton LLP served as legal counsel to Duravant.