8-KOther Events

SHERWIN WILLIAMS CO 8-K Report, Corporate Update (May 2, 2017)

Filed May 2, 2017For Securities:SHW

Summary

This 8-K filing from The Sherwin-Williams Company (SHW) provides crucial updates regarding its previously announced acquisition of The Valspar Corporation. The primary purpose of this report is to furnish investors with the historical financial statements of Valspar and pro forma financial information reflecting the combined entity. Sherwin-Williams anticipates closing the acquisition before the end of the second quarter of 2017, subject to customary conditions, most notably antitrust approvals. The inclusion of Valspar's audited financial statements for fiscal years 2014-2016 and unaudited statements for the period ending January 27, 2017, alongside pro forma statements, allows investors to analyze the financial health of the target company and understand the potential financial impact of the merger on Sherwin-Williams. This filing is essential for investors evaluating the strategic and financial implications of this significant transaction.

Key Highlights

  • 1The Sherwin-Williams Company is providing historical financial statements of The Valspar Corporation and pro forma financial information related to the acquisition.
  • 2The acquisition of Valspar is expected to be completed before the end of Q2 2017, pending customary conditions, including antitrust approvals.
  • 3Valspar's audited financial statements for fiscal years 2014, 2015, and 2016 are included.
  • 4Unaudited condensed consolidated financial statements for Valspar for the period ending January 27, 2017, are also provided.
  • 5Unaudited pro forma condensed consolidated financial information, including statements of income and a balance sheet as of March 31, 2017, is presented.
  • 6A pro forma computation of the ratio of earnings to fixed charges for the combined entity is included.
  • 7This filing serves to fulfill information requirements for the ongoing acquisition process.

Frequently Asked Questions

Sherwin-Williams expects to complete the acquisition of Valspar before the end of the second quarter of 2017, subject to the satisfaction of customary conditions, including regulatory approvals.

This filing includes the historical audited consolidated financial statements of Valspar for fiscal years 2014-2016 and unaudited condensed consolidated financial statements for the period ending January 27, 2017. It also provides unaudited pro forma condensed consolidated financial information for the combined entity, reflecting the expected impact of the acquisition.

The completion of the acquisition remains subject to customary conditions, with a particular emphasis on obtaining necessary antitrust approvals from regulatory bodies.

The audited financial statements of Valspar are incorporated by reference from Valspar's Annual Report on Form 10-K filed on December 20, 2016, and the unaudited condensed consolidated statements are incorporated from Valspar's Quarterly Report on Form 10-Q filed on March 8, 2017. These are also provided as exhibits to this 8-K filing.