3M to buy Ceradyne for $860 million

Mon Oct 1, 2012 9:01am EDT

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(Reuters) - 3M Co (MMM.N) reached an $860 million deal to buy Ceradyne Inc CRDN.O, a maker of advanced technical ceramics, in what is set to be the diversified U.S. manufacturer's largest acquisition since Inge Thulin took over as chief executive in February.

The offer of $35 per share represents a premium of about 43 percent to Ceradyne's Friday closing of $24.43. The company's shares jumped to $34.98 in premarket trading.

Ceradyne, with about $500 million in annual revenue, sells ceramics used in cars, oil and gas production and other industrial applications. Its products will join 3M's broad lineup of goods ranging from Post-It notes to films used in television screens.

The price tag includes the value of stock options and restricted stock units acquired.

Under terms of the deal, 3M will launch a tender offer to buy all outstanding shares of Ceradyne within 10 business days. Ceradyne's board unanimously recommends shareholders accept the offer.

The deal will be dilutive to 3M's earnings by 5 cents a share in the first 12 months after the transaction closes. Excluding purchase accounting adjustments and anticipated integration expenses, 3M said the acquisition should add a penny per share to earnings over that same period.

Credit Suisse advised 3M and Citibank advised Ceradyne.

Thulin last month told investors he would aim to do fewer, but larger takeovers, than his predecessor George Buckley. 3M is also working on a $550 million arrangement to buy the office products business of Avery-Dennison Corp (AVY.N), though U.S. regulators have raised anti-trust concerns about the tie-up.

(Reporting by Scott Malone in Boston, Martinne Geller and Michael Erman in New York and Bijoy Koyitty in Bangalore; Editing by Maureen Bavdek)

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