Dover to Acquire Dispenser and System Businesses From Tokheim Group S.A.S.

By OPW | Sep 08, 2015

Acquisition will significantly expand Dover Fluids’ served markets and global reach

Downers Grove, IL, September 7, 2015 – Dover (NYSE: DOV) today announced that it has executed an agreement with Tokheim Group S.A.S., pursuant to which Dover has made a binding offer to acquire Tokheim’s dispenser and system businesses (the “Tokheim Businesses”) for a purchase price of EUR 425 million (approximately USD $465 million). The Tokheim Businesses will become part of OPW, a business unit within Dover’s Fluids segment. Tokheim’s sales and service divisions are not a part of this transaction and will become a stand-alone company remaining with the current owners of Tokheim. The transaction is subject to completion of discussions with certain of Tokheim’s works councils, certain customary regulatory filings and other customary conditions, and is expected to close early in 2016.

Headquartered in Paris, France, Tokheim is a leading manufacturer of fuel dispensers, retail automation systems, and payment systems. Tokheim products have been associated with exceptional quality for more than a century. The Tokheim businesses have manufacturing operations in Europe, China, India, and Brazil. The addition of the Tokheim Businesses’ innovative product offerings will further enhance OPW’s strong position in retail fueling equipment. Through this acquisition, Dover will establish OPW as a leading retail fueling systems provider, featuring a full “Station-in-a-Box” offering with unrivaled product breadth.

“We are excited about the acquisition of Tokheim’s dispenser and systems businesses,” said Robert A. Livingston, President & Chief Executive Officer of Dover. “The acquired technology fits perfectly with OPW’s strong suite of products and systems, and Tokheim’s strong presence in Europe, Africa and Asia complements OPW’s global presence. Together, the combined business will offer unparalleled solutions for the growing retail fueling market.”

Annual revenue for the Tokheim Businesses in 2015 is estimated to be approximately EUR 280 million (approximately USD $310 million). Assuming an early 2016 close, Dover expects the transaction to be about $0.07 accretive to continuing earnings per share in 2016. Excluding normal transaction-related costs and purchase accounting amortization, Dover expects the transaction to be approximately $0.15 accretive to continuing earnings per share in 2016 on an operating basis. In 2017, the transaction is anticipated to be about $0.13 accretive to continuing earnings per share. Excluding purchase accounting amortization, Dover expects the transaction to be approximately $0.21 accretive to continuing earnings per share on an operating basis in 2017. The transaction is expected to be principally funded with existing international cash balances.

About Dover:
Dover is a diversified global manufacturer with annual revenues in excess of $7 billion. We deliver innovative equipment and components, specialty systems and support services through four major operating segments: Energy, Engineered Systems, Fluids, and Refrigeration & Food Equipment. Dover combines global scale with operational agility to lead the markets we serve. Recognized for our entrepreneurial approach for 60 years, our team of 26,000 employees takes an ownership mindset, collaborating with customers to redefine what’s possible. Headquartered in Downers Grove, Illinois, Dover trades on the New York Stock Exchange under “DOV.” Additional information is available at www.dovercorporation.com.

About OPW:
OPW is a global leader in fluid handling solutions for the safe and efficient handling and distribution of fuels and critical fluids. OPW designs and manufactures retail service station equipment, CNG, and LPG nozzles and accessories, electronic tank gauge systems, fleet fuel control systems, car wash systems, loading arms, valves and dry-break couplings, tank truck equipment, and rail car valves. OPW has 1,850 employees with manufacturing operations in North America, Brazil, Europe, China, India, Malaysia, and Australia and sales offices around the world. For additional information on OPW, please visit www.opwglobal.com.

Forward Looking Statements:
Dover makes information available to the public, orally and in writing, which may use words like "anticipates," "expects," "believes," "indicates," "suggests," "will," "plans" and "should," which are "forward-looking statements" under the Private Securities Litigation Reform Act of 1995. This press release contains forward-looking statements concerning future events and the performance of Dover, OPW and Tokheim that involve inherent risks and uncertainties that could cause actual results to differ materially from current expectations. Dover refers you to the documents that it files from time to time with the Securities and Exchange Commission, such as its reports on Form 10-K, Form 10-Q and Form 8-K, for a discussion of risks and uncertainties that could cause its actual results to differ materially from its current expectations and from the forward-looking statements contained in this press release. Dover undertakes no obligation to update any forward-looking statement.

Please direct all questions to:
Keith Moye
VP, Global Marketing, OPW
+1-513-870-3305
keith.moye@opwglobal.com

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