Barnes Group Inc. Announces Completion of Acquisition by Goat Holdco, LLC

On January 27, 2025, Barnes Group Inc. (NYSE:B) disclosed the successful acquisition completion by Goat Holdco, LLC, a Delaware limited liability company. The acquisition, which had been previously announced, was finalized following the Agreement and Plan of Merger signed on October 6, 2024, involving Barnes, Parent, and Goat Merger Sub, Inc., a wholly owned subsidiary of Parent.

In compliance with the terms stipulated in the Merger Agreement, at the Effective Time, each outstanding common stock of Barnes (referred to as “Common Shares”) was automatically converted into a cash consideration of $47.50 per share. This conversion excluded certain specific exceptions as outlined in the agreement.

Additionally, all Barnes stock option awards, time-based restricted stock unit awards, deferred stock unit awards, and performance-based restricted stock unit awards were canceled in exchange for the Merger Consideration as part of the merger.

Concurrently with the merger, Barnes, along with certain subsidiaries, entered into a Supplemental Indenture and a First Lien Credit Agreement in connection with the issuance of 6.75% Senior Secured Notes due 2032 and credit facilities, respectively.

In light of the merger’s completion, Barnes communicated the delisting of its common stock on the New York Stock Exchange, with the intention of filing for the deregistration of its common stock and the suspension of reporting obligations under the Exchange Act.

This substantial change in control was marked by the resignation of multiple board directors and the appointment of new members to the Board, aligning with the post-acquisition transition at Barnes.

The full text of the press release detailing the acquisition is available for further review. Barnes was supported in the transaction by financial advisors and legal counsels, as detailed within the disclosure.

As part of the post-acquisition changes, Barnes intends to progress with amended and restated corporate governance documents, aligning with the terms of the Merger Agreement.

For more comprehensive insights and detailed information on the acquisition and the subsequent impact on Barnes Group Inc., interested parties can refer to the official documents filed with the U.S. Securities and Exchange Commission on January 27, 2025.

Please, note that all regulations, provisions, and agreements have been accurately reported in this article as per the filed 8-K report on the aforementioned date.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Barnes Group’s 8K filing here.

About Barnes Group

Barnes Group Inc provides engineered products, industrial technologies, and solutions in the United States and internationally. The company operates through two segments: Industrial and Aerospace. The Industrial segment offers precision components, products, and systems used by various customers in end-markets, such as mobility, industrial equipment, automation, personal care, packaging, electronics, and medical devices.