Goeke, Chalmers depart as Hillenbrand completes Milacron acquisition

Tom Goeke and Bruce Chalmers led Milacron Holdings Corp. through an initial public offering and a 50th anniversary. And now with a completed sale of Milacron to Hillenbrand Inc., the former CEO and chief financial officer have stepped away.

The resignations were a result of the merger completion and not due to any disagreements, according to a filing with the U.S. Securities and Exchange Commission following a completion of the sale on Nov. 21.

A Milacron spokeswoman said the company has no additional comment.

Goeke had served as CEO since 2012. Chalmers was named CFO in 2014.

Hillenbrand paid about $1.9 billion in cash and stock, including the repayment of Milacron's outstanding debt.

The blockbuster deal gives Hillenbrand the largest U.S. manufacturer of plastics machinery and a more global reach in all areas of that sector. The combined company is expected to generate annual sales of nearly $3 billion and free cash flow of more than $325 million by 2021.

"This is an important milestone in both companies' long histories, and I'm excited to welcome Milacron employees to Hillenbrand," Joe Raver, Hillenbrand president and CEO, said in a news release.

Hillenbrand, based in Batesville Ind., is the parent company of compounding extruder maker Coperion and auxiliary equipment firms K-Tron and Rotex. It also manufactures burial caskets under the 100-year-old Batesville brand. The company has been diversifying into industrial machinery, bulking up its Process Equipment Group.

Hillenbrand is traded on the New York Stock Exchange. With the deal completed, Milacron becomes a wholly owned subsidiary of Hillenbrand, and Milacron stock will no longer trade on the NYSE.

In addition to Hillenbrand's current leadership team, the company has appointed Mac Jones as president of Milacron Injection Molding & Extrusion, and Ling An-Heid as president of Mold-Masters.

Jones had been president of Milacron's Advanced Plastic Processing Technologies unit for the Americas and Europe. The APPT portfolio includes injection molding machines, extruders and structural foam machines.

The acquisition also brings Hillenbrand two other business segments: Melt Delivery and Control Systems, which makes hot runner and process control systems, mold bases and components under the Mold-Masters, DME and Tirad brands; and Fluid Technologies, its Cimcool product line of fluids for metalworking.

Hillenbrand said it is "reviewing strategic alternatives" for the Cimcool business and has hired adviser Houlihan Lokey to assist in the review.

In a Nov. 14 year-end earnings call, Raver said Hillenbrand leaders formally look at the total business portfolio twice a year, and they would be open to selling some smaller businesses if an opportunity arises.

"As we think about where we're going to allocate capital going forward and where we get the best returns, if there's a better owner for one of those businesses — or if we can create shareholder value with the divestiture of one of those businesses — I think … we would be open to that," he said, answering an analyst's question.

If a transaction were to happen, the proceeds would be used to pay down debt — the top priority for the next year or two, Raver explained.

Hillenbrand's acquisition of Milacron will result in "a significant amount of debt," the company said in a Nov. 13 SEC filing.

As of Sept. 30 — the end of fiscal 2019 for the company — Hillenbrand's outstanding debt was $619.5 million. Following its acquisition of Milacron, the company expects that number to climb to about $2 billion.

Within three years after the closing, Hillenbrand expects $50 million in cost savings from reducing public-company operating costs and improving operational efficiency, as well as synergies among machinery businesses and better buying power for material and components.

Milacron shareholders approved the deal on Nov. 20. Hillenbrand followed up that news a day later with a news release saying it had wrapped up its cash and stock transaction.