09:09 AM EDT, 07/11/2024 (MT Newswires) -- Heroux-Devtek ( HERXF ) , an international manufacturer of aerospace products and the world's third-largest landing gear manufacturer, said on Thursday that it has agreed to be bought by an affiliate of U.S private equity firm Platinum Equity Advisors for an enterprise value of about $1.35 billion.

The Platinum affiliate will buy all the outstanding common shares of Heroux-Devtek ( HERXF ), other than the shares to be rolled over by senior management, for $32.50 a piece in cash.

The price is a 28% premium to the closing share price on July 10 and a 47% premium to the 90-day volume weighted average trading price per share on the Toronto Stock Exchange for the period ending on July 10, Heroux-Devtek ( HERXF ) said.

The company's shares closed Wednesday down $0.08 at $25.32 on the TSX.

Members of senior management, including Gilles Labbe, executive chairman of the board, and Martin Brassard, president and chief executive officer, will roll over a portion of their common shares of the company to the purchaser for an amount per share equal to the consideration received by the company's shareholders.

Platinum Equity said Heroux-Devtek ( HERXF ) will maintain and invest in its headquarters and other operations in Quebec.

Heroux-Devtek's ( HERXF ) board has recommended that the shareholders approve the transaction. The deal is expected to close before the end of the company's current fiscal year ending March 31, 2025.

The agreement includes a termination fee of $40 million, which would be paid by Heroux-Devtek ( HERXF ) to the purchaser in certain circumstances, including if the company supports a superior proposal. Heroux-Devtek ( HERXF ) would also be entitled to a reverse termination fee of $63 million if the buyer fails to close the deal under certain circumstances.

After the closing of the deal, the company will become a privately held entity and will apply to cease to be a reporting issuer under Canadian securities laws and the common shares will no longer be publicly traded on the Toronto Stock Exchange.