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Whirlpool to acquire majority interest in Indesit

Staff writer |
Whirlpool Corporation and Fineldo S.p.A. have entered into a binding agreement for the sale of Fineldo's stake in Indesit Company S.p.A.

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Whirlpool also entered into binding share purchase agreements with members of the Merloni family for their Indesit shares.

Under these agreements, Whirlpool would acquire shares representing a total of 66.8 percent of the voting stock of Indesit. Whirlpool currently intends to finance this transaction through cash on hand, together with private, domestic and international public debt financing, depending on the timing of closing and market conditions. The acquisition of control of Indesit is subject to judicial and antitrust approvals and is expected to close by the end of 2014.

In this transaction, Whirlpool simultaneously entered into share purchase agreements with Fineldo for a 42.7 percent stake in Indesit; certain members of the Merloni family for a 13.2 percent stake in Indesit; and Ms. Claudia Merloni for a 4.4 percent stake in Indesit. This total of 60.4 percent of Indesit stock capital represents a 66.8 percent voting stake in Indesit, in light of the treasury shares held by Indesit.

The purchase price under all three Share Purchase Agreements is €11.00/USD $15.06 per Indesit share, resulting in a total expected purchase price of €758 million/USD $1.038 billion.

Under the Fineldo Agreement, however, the purchase price is subject to a possible pre-closing downwards or upwards adjustment based on Indesit's consolidated average net debt and net working capital. The purchase price is based on Indesit's average net debt position for 2013 (to be audited).

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