Ingersoll-Rand has announced it has made a binding offer to acquire Precision Flow Systems ("PFS") from funds advised by BC Partners Advisors L.P. and The Carlyle Group for $1.45 billion.

PFS is a leading provider of fluid management systems with world class brands including Milton Roy, LMI, Haskel, BuTech, Dosatron, YZ Systems, Williams and Hartell. It serves mission critical applications including water, agriculture, food and beverage, pharmaceuticals and process industries. PFS generated sales of approximately $400 million in 2018, has approximately 1,000 employees and operates seven global manufacturing locations.

At the time of acquisition close, PFS would combine with Ingersoll Rand's Fluid Management business, which designs, manufactures and markets pumps for specialized fluid handling applications under the ARO brand. The PFS product portfolio is complementary with Ingersoll Rand's Fluid Management portfolio.

"The proposed acquisition of PFS will accelerate the strategic growth of our highly profitable Fluid Management business in our Industrial segment, while significantly diversifying and enhancing our product portfolio," said Michael W. Lamach, chairman and chief executive officer of Ingersoll Rand. "PFS brings a talented, customer-focused team with expertise in sales, service, engineering and manufacturing, which is a great addition to the company and our Fluid Management team.

"With PFS, Ingersoll Rand will be well positioned as a leading provider of complex, mission critical pump and flow management technologies across highly diverse and attractive end markets and verticals. This proposed acquisition aligns well with our focus on consistent, top quartile performance in revenue, margins and cash flow, and is compelling both strategically and financially for our customers and our shareholders."

"We are proud of the growth and development of PFS under our ownership," said Charles Treadway, chief executive officer of Accudyne Industries, which has operated PFS since 2012. "Ingersoll Rand's offer to acquire PFS is a strong endorsement of the value of this business. We are confident that PFS will continue to reach new heights as part of a leading global company and we believe this presents an exciting opportunity for our PFS employees, distributor partners and end-customers."

Sundyne remains owned by funds advised by BC Partners Advisors L.P. and The Carlyle Group.

Ingersoll Rand plans to fund the proposed acquisition through a combination of cash on hand and debt.

Ingersoll Rand expects to enter into a definitive securities purchase agreement for the proposed acquisition upon completion of information and consultation processes with PFS employee representative bodies in applicable jurisdictions. The proposed acquisition is expected to close in mid-2019, subject to regulatory approval.

For more information about Ingersoll-Rand, visit www.ingersollrand.com.

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