DALLAS, Oct. 1, 2015 (GLOBE NEWSWIRE) — CSW Industrials, Inc. (Nasdaq:CSWI) (“CSWI”) announced the successful completion of its spin-off from Capital Southwest Corporation (Nasdaq:CSWC) (“CSWC”). Starting today, CSWI will begin “regular way” trading on the Nasdaq Stock Market under the ticker symbol “CSWI.”
CSWI is a diversified industrial growth company with well-established, scalable platforms and deep domain expertise across three segments: Industrial Products; Coatings, Sealants & Adhesives; and Specialty Chemicals.
The members of the CSWI senior management team are Joseph B. Armes, Chief Executive Officer, Christopher J. Mudd, President and Chief Operating Officer, and Kelly Tacke, Chief Financial Officer.
“With today’s consummation of our previously-announced spin-off transaction, CSW Industrials can now focus on growing free cash flow as a standalone industrial growth company,” said Mr. Armes. “With market-leading industrial brands across our three business segments: Industrial Products; Coatings, Sealants & Adhesives; and Specialty Chemicals, our shareholders should benefit from our status as an independent publicly traded company. We are committed to continuing our legacy of building long-term sustainable value for our shareholders.”
CSWC completed the tax-free spin-off of CSWI (the “Share Distribution”) through a pro-rata distribution of CSWI’s common stock to CSWC shareholders of record as of the close of business on September 18, 2015 (the “Record Date”). CSWC shareholders received one share of CSWI common stock for every one share of CSWC common stock held on the Record Date. There are approximately 15.6 million shares of CSWI common stock outstanding after the Share Distribution. The distribution of CSWI shares was made in book-entry form, which means that no physical stock certificates were issued.
Prior to the Share Distribution, CSWC and CSWI entered into a distribution agreement, a tax matters agreement, an employee matters agreement and various other agreements related to the Share Distribution, as described in CSWI’s final information statement. CSWI’s final information statement was sent to CSWC shareholders and can be found on CSWI’s website at www.cswindustrials.com under the Investors section as well as additional information regarding the Share Distribution.
Evercore acted as financial advisor and Jones Day acted as legal counsel to CSWC in connection with the Share Distribution.
About CSW Industrials
CSWI is a diversified industrial growth company with well-established, scalable platforms and deep domain expertise across three segments: Industrial Products; Coatings, Sealants & Adhesives; and Specialty Chemicals. CSWI’s broad portfolio of leading products provides performance optimizing solutions to its customers. CSWI’s products include mechanical products for heating, ventilation and air conditioning (“HVAC”) and refrigeration applications, coatings and sealants and high performance specialty lubricants. Markets that CSWI serves include plumbing, HVAC, refrigeration, electrical, commercial construction, rail car and locomotive, oil and gas, mining, steel, transportation and general industrial markets.
Notice Regarding Forward-Looking Statements
This press release contains forward-looking statements that are based on management’s current expectations, assumptions and beliefs. Forward-looking statements can often be identified by words such as “will” and similar expressions, and variations or negatives of these words. These forward-looking statements include, but are not limited to, statements regarding the trading of CSWI’s common stock and the operation of CSWI following the Share Distribution. They are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those expressed in any forward-looking statement.
Readers should not place undue reliance on any forward-looking statements and are encouraged to review CSWI’s final information statement and CSWI’s Form 10 registration statement, filed with the Securities and Exchange Commission, for a more complete discussion of the risks and other factors that could affect any forward-looking statements. Except as required by the federal securities laws, CSWI does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, changing circumstances or any other reason after the date of this press release, except as required by law.
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