8-KMaterial AgreementsExhibits & Filings

SHERWIN WILLIAMS CO 8-K Report, Material Agreement (Sep 17, 2013)

Filed September 17, 2013For Securities:SHW

Summary

This 8-K filing from The Sherwin-Williams Company (SHW) on September 17, 2013, announces a significant amendment to its previously agreed-upon acquisition of Consorcio Comex, S.A. de C.V. ("Comex"). While the initial acquisition was blocked by Mexican regulatory authorities, Sherwin-Williams has successfully completed a partial acquisition of Comex's U.S. and Canada operations for $90 million cash plus assumed liabilities. This move allows the company to gain immediate strategic assets while continuing to pursue full approval for the remaining Mexican operations.

Key Highlights

  • 1Sherwin-Williams has completed the acquisition of Comex's U.S. and Canada business for $90 million cash and approximately $75 million in assumed liabilities.
  • 2The previously announced acquisition of all of Comex was blocked by the Federal Competition Commission of Mexico.
  • 3Sherwin-Williams and Comex remain committed to obtaining regulatory approval for the Mexican operations.
  • 4The original stock purchase agreement has been amended and restated, extending the exclusivity period for the Mexican operations until March 31, 2014.
  • 5The revised purchase price for the entirety of Comex (including assumed debt) is approximately $2.25 billion.
  • 6The company is actively managing regulatory hurdles to achieve its strategic acquisition goals.

Frequently Asked Questions

The filing indicates that Sherwin-Williams has completed a partial acquisition of Comex's U.S. and Canada business. However, the broader acquisition of Comex's Mexican operations is still pending regulatory approval from Mexico's Federal Competition Commission.

The acquisition was not authorized by the Federal Competition Commission of Mexico, which voted 3-2 against the deal.

Sherwin-Williams paid $90 million in cash and assumed liabilities valued at approximately $75 million for the U.S. and Canada portion of Comex's business.

Sherwin-Williams and Comex are working to secure regulatory approval in Mexico. The exclusivity period has been extended to March 31, 2014, and the revised total purchase price for the entire Comex acquisition (including assumed debt) is approximately $2.25 billion.