8-KOther EventsExhibits & Filings

CATERPILLAR INC 8-K Report, Corporate Update (Jul 8, 2011)

Filed July 8, 2011For Securities:CAT

Summary

Caterpillar Inc. (CAT) announced the closing of its acquisition of Bucyrus International Inc. on July 8, 2011. This significant transaction, initially agreed upon in November 2010, marks the completion of Caterpillar's purchase of Bucyrus, making it a wholly owned subsidiary. The acquisition was completed through a merger where Bucyrus shareholders received $92.00 in cash for each share of Bucyrus common stock, along with payouts for vested and unvested stock options and restricted stock units. This strategic move, valued at approximately $7.6 billion, was financed through a combination of senior notes issued in May 2011 and existing cash on hand, avoiding the need for previously arranged bridge financing. The completion of this acquisition is a key development for Caterpillar, signaling a major expansion of its business and a significant investment in its future growth, particularly within the mining equipment sector.

Key Highlights

  • 1Caterpillar Inc. successfully completed the acquisition of Bucyrus International Inc. on July 8, 2011, making Bucyrus a wholly owned subsidiary.
  • 2Bucyrus shareholders were paid $92.00 in cash per share for their common stock.
  • 3Restricted stock, restricted stock units, and stock appreciation rights of Bucyrus were also converted into cash payments based on the $92.00 per share valuation.
  • 4The total cash consideration for the acquisition amounted to approximately $7.6 billion.
  • 5The acquisition was funded through a combination of proceeds from a May 2011 senior notes offering and Caterpillar's cash reserves.
  • 6Previously arranged bridge financing was terminated without any amounts being drawn or any termination fees being paid.
  • 7The transaction was executed via a merger between a Caterpillar subsidiary and Bucyrus, as per the Agreement and Plan of Merger dated November 14, 2010.

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