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The eBearing News
November 3, 2005
Kaman Wins Recapitalization Ruling
copyright © 2005 eBearing Inc.
Kaman Corp. (USA, NASDAQ:
KAMNA)
recently won court approval to pursue its preferred recapitalization
scheme, establishing a single tier of voting common stock, versus a buyout from Mason Capital.
The company was enjoined from acting on the court's ruling until December 1, in order to give Mason
time to pursue an appeal.
However, Kaman and Mason Capital quickly reached agreement; the companies announced today
that Mason has dropped its litigation and Kaman's recapitalization will proceed.
The situation first developed when the founding and controlling shareholder Kaman family decided
to create a single tier of common stock with one vote per share. Since its founding, the Kaman
family has held the only voting shares, while the publicly-traded shares have no voting rights.
When the family began pursuing the option, however, Mason Capital came forward with a buyout bid
for all of the family-held voting common shares, offering a substantial premium to the recapitalization
offer price.
Kaman Corp's board agreed to match Mason Capital's offer, and the Kaman family agreed to prefer the
company's offer, as long as it was equal to Mason Capital's.
Mason sued to stop the share sale and recapitalization, the suit which was dropped today.
July article: Kaman in likely change of ownership
July article: Kaman buyout progressing
August article: Kaman offers final shareholder buyout plan
September article: Kaman sued to stop restructuring
September article: Court date set for Kaman restructuring suit
Kaman is a diversified industrial product manufacturer and distributor. Important market segments are
dedicated to military, aerospace and industrial products, including parallel aftermarket replacement
product markets. Founder Charles Kaman and his son, Charles II, jointly control 48% of the company's
outstanding B shares. Paul Kuhn serves as Chairman, President and CEO.
Kamatics and RWG are the company's proprietary aircraft bearing businesses, operating within
the Aerospace Segment.
With bearing operations in Bloomfield, Connecticut, and RWG in Dachsbach, Germany, Kamatics
bearings reported record sales and earnings for 2004, with 2005 results forecast to be even higher.
First quarter bearing sales were $23.0 million, up from $19.8 million in first quarter 2004.
Kaman Industrial Distribution, with over 200 branches, is North America's third-largest
industrial distributor. There, bearings represent fully 29% of overall sales.
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- by Bruce A. Carr
from individual research, tips and commercial sources.
Unauthorized reproduction is prohibited.
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eBearing.com ... for everything that moves
Entire contents Copyright 1999-2008, eBearing Inc. All rights reserved.
eBearing.com and "... for everything that moves" are registered
trademarks of eBearing Inc.
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eBearing.com ... for everything that moves
Entire contents Copyright © 1999-2008, eBearing Inc. All rights reserved.
eBearing.com and "... for everything that moves" are registered trademarks of eBearing Inc.
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