Emerson, an automation technology provider, has agreed to acquire the remaining shares it doesn’t own of software supplier AspenTech for $265 per share in an all-cash tender offer.
The minority stake being now acquired is valued at $7.2bn.
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This deal values the total AspenTech at a fully diluted market capitalisation of $17bn with an enterprise value of $16.8bn.
In 2022, Emerson paid about $6bn to complete the acquisition of 55% of the software supplier, which was then valued at around $11bn, reported Reuters.
The present $265 per share offer marks a 10.4% premium over the $240 per share offered in November 2024 by Emerson, which presently holds a 57% stake of AspenTech’s outstanding shares of common stock.
Following completion of the latest deal, AspenTech will become a wholly owned subsidiary of Emerson.
The acquisition deal underscores Emerson’s evolution from its 1890 roots as a motor and fan manufacturer in St. Louis, to an industrial technology company in the US that is focused on factory floor automation, reported the media outlet.
The deal was recommended for approval by AspenTech’s Special Committee.
The AspenTech board of directors, following the special committee’s recommendation, approved the transaction, which also received unanimous approval from Emerson’s board of directors.
Emerson president and chief executive officer Lal Karsanbhai said “This transaction marks a key milestone in our portfolio transformation, and we are excited to fully integrate AspenTech into Emerson to advance our vision for software-defined control.
“We look forward to offering AspenTech shareholders the opportunity to tender their shares at compelling and certain value while welcoming the AspenTech team into Emerson.”
The transaction is expected to close in the first half of 2025, subject to customary closing conditions.
Emerson plans to finance the acquisition using cash on hand and debt financing.
AspenTech president and chief executive officer Antonio Pietri added: “Emerson has been an outstanding partner to AspenTech, and in this next chapter, we look forward to further differentiating our offering as we innovate to serve customers’ evolving industrial software needs.
“This agreement is a testament to the dedication of AspenTech’s employees, who have executed on our partnership and transformed the business to position it for future success.”
Goldman Sachs and Centerview Partners are serving as financial advisors to Emerson, with Davis Polk & Wardwell as legal counsel. Joele Frank, Wilkinson Brimmer Katcher is serving as Emerson’s communications advisor.
For AspenTech, Qatalyst Partners and Citi are acting as financial advisors, and Skadden, Arps, Slate, Meagher & Flom is providing legal counsel, while FGS Global is handling AspenTech’s communications.
