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It's Official: Textron Owns Arctic Cat


(3/6/2017)

Textron owns Arctic Cat. Photo merge by ArcticInsider.com

Arctic Cat to be merged into Textron and be delisted

Mar. 6, 2017-- Arctic Cat Inc. (NASDAQ: ACAT) today announced that Textron Inc. (NYSE: TXT) has successfully completed the tender offer by Aces Acquisition Corp., an indirect wholly owned subsidiary of Textron, to acquire all outstanding shares of Arctic Cat at a price of $18.50 per share in cash, without interest and subject to any required withholding taxes.

Aces Acquisition Corp. has accepted for payment all outstanding shares of Arctic Cat validly tendered and not properly withdrawn as of the expiration time of the tender offer (excluding shares delivered pursuant to notices of guaranteed delivery that have not yet been delivered in settlement or satisfaction of such guarantee), which represented approximately 79 percent of Arctic Cat’s outstanding shares and 73 percent of the shares on a fully diluted basis.

Aces Acquisition Corp. intends to exercise its option under the merger agreement to purchase directly from Arctic Cat an additional number of shares that, when combined with the shares purchased in the tender offer, represent one share more than 90 percent of the outstanding Arctic Cat shares on a fully diluted basis. Subsequently, Textron intends to affect a “short-form” merger under Minnesota law, without the need for an Arctic Cat shareholder meeting.

All remaining shares of Arctic Cat not purchased by Textron in the tender offer (other than shares subject to properly exercised dissenters’ rights claims) will be converted into the right to receive $18.50 per share in cash, without interest and subject to any required withholding taxes upon consummation of the merger.

After the merger, which is expected to occur on March 6, 2017, Arctic Cat will be an indirect wholly owned subsidiary of Textron, Arctic Cat’s shares will cease to be traded on the NASDAQ and Arctic Cat will no longer have reporting obligations under the Securities and Exchange Act of 1934, as amended.



Comments (19):

Derek says:
3/6/2017 10:56:00 AM

As I forgot to sell my shares in ACAT, what will be happening now with my shares that I still have under ACAT?

Do I loose them or will Textron still buy them?
Kim Lundeen says:
3/6/2017 10:59:00 AM

I hope heads don't start rolling, one never knows in this type of take over.
Rob says:
3/6/2017 11:49:00 AM

For unsold shares: "All remaining shares of Arctic Cat not purchased by Textron in the tender offer (other than shares subject to properly exercised dissenters’ rights claims) will be converted into the right to receive $18.50 per share in cash..."

So you will get $18.50/share when they stop trading at the end of today.
Tom says:
3/6/2017 3:40:00 PM

I would not expect any measurable changes until 2018. Long term the brand needs to expand outside the snow belt.
Captain says:
3/7/2017 9:19:00 AM

Bad Boy Buggies is now Textron Offroad since it was announced yesterday. I hope Arctic Cat can retain its brand after all this.
I think the thought of Textron intrigues me, I just hope all of the Pride, Passion and Expertise of AC isn't lost along the way. That is what keeps me coming back.
The day Arctic Cat name disappears would be a VERY sad day. I hope it never comes.
Dean says:
3/7/2017 5:28:00 PM

I am going to make what I am sure will be an unpopular observation but needs to be stated. If Arctic Cat hopes to survive heads need to roll. Changes need to be made. The Cat needs to innovate its product line, not just redress the old pigs and call them by a new name.
John says:
3/7/2017 8:20:00 PM

I think you will start to see "Arctic Cat" removed from the dirt lineup and instead see Textron; Like a Textron Wildcat.
There was plenty of behind the scenes innovation that was shelved due to $$, there are a lot of very bright people Arctic Cat that will now hopefully get the funding they need to drive their innovations. Time will tell, but modernizing the dirt lineup will be key!
JimR says:
3/8/2017 7:32:00 AM

John: The reason behind Textron's interest in cat is because of the name. You will see them expand in that mark. Cat is a much bigger name than Bad Boy. Never heard of that before this sale was announced. New products have already been introduced and you will see lower prices across the board as Textron has way better buying power than Cat did. Reason again why this is a win, win.
CatMan says:
3/8/2017 10:33:00 AM

Like how yesterday Arctic cat announced that it will be selling HDX prowlers to JLG industries. as a utility vehicle, HDX rebranded to JLG Orange and Black www.jlg.com - Equipment- Utility vehicle
John says:
3/8/2017 11:50:00 AM

From a procurement standpoint Textron should be able to help increase profitability and also keep Arctic Cat more competitive with pricing.

Innovation is still key here, Arctic Cat was far behind the competition with their overall dirt lineup and I think only good things can come from a Bad Boy/ Textron collaboration with Arctic Cat. I still think you will see some different branding on the dirt side, Arctic Cat just doesn't have the brand recognition in dirt outside of very select regions and that is after years of having a Dirt lineup. Textron gains an instant dealer network with Arctic Cat for their products which is key. We will see how it goes, it needed to happen, and I hope they refresh and re-energize the Arctic Cat brand for us loyal Arctic Cat customers.
catman says:
3/8/2017 2:31:00 PM

Who the hell is gonna buy an ATV that says TexTron Wildcat?! -- that's the most ridiculous thing I've ever heard. If they were smart they'd plaster Arctic cat on everything they own as it's one of the most revered loyal brands across industries.

And AC has been setting themselves up to build for other brands as well which is a revenue maker and smart. Now with Textron resources, they "could" very well be on their way to kicking some serious a**.

People can also say "heads gotta roll" but keep in mind it's one of the things that has set Cat apart from other brands, it's what's built the brand. Legends that used to race then work for Cat, names that transcend decades have a huge impact. Cat is not just another brand, it's a brand that has deep roots and that is a lot different than any of the other 3.
kevin sebastian says:
3/8/2017 4:17:00 PM

There is a press release on the SnoWest website. Reading that I hope we'll be ok it sounds good.
Derek says:
3/8/2017 4:52:00 PM

Hopefully some good comes out of this. I sold my prowler back in 2009 and bought a ranger. Told the kids I'll drive the Polaris until Cat smartened up and built a better one. I'm still driving a Polaris Ranger.

As for snowmobiles, just a plain ole diehard. Got to love 'em. Never switch. But the thing that gets me is the guy running the show, he has to go! If you want to sell your product, then advertise it! You wonder why they are going down hill. Sneakpeak 2018 is being held in Winnipeg at the end on March. You would think the Big 4 would all be in attendants. But no, Arctic Cat again for about 3 years is a no show! What does that do for sales in the area? Not sure why sales are failing in Canada. daaa
krom says:
3/8/2017 5:16:00 PM

This is a very different crowd than the average consumer, every one bleeds green.
AC has almost no brand recognition on the dirt. We get at least one person a week into the shop that says "I didn't know cat made atvs". I see commercials for polaris, can am, honda, kawasaki on TV on a regular basis, I have never ever seen an Arctic Cat commercial.

Arcticbuster says:
3/9/2017 8:28:00 AM

I consider AC a niche company, their products are very focused and the consumers that buy and support them are very knowledgeable and focused as well. John has interviewed countless AC staff on this website that have the passion, drive and focus to do their best for not only themselves but for the good of all of us. They know their job and role in the support of the company and have not forgot how they got there and why they wanted that job. This is the same type of mentality needed from the very top of this company to allow it to grow and prosper. You cannot bring in someone who knows how to assemble widgets or toasters and expect them to understand the customers that they are targeting in this market. Yes, my thinking is 'old school' for the modern MBA group that anyone can manage any business but the 'one size fits all' doesn't work in all cases and this is one case that they need to step back and learn from and get it right. While I hope that all ends well for everyone from the guy and gal on the assembly line to your local dealer and everyone between, I am cautiously optimistic that the passion that we all share on this site carries onward to Textron to make this happen.
Alex says:
3/9/2017 9:27:00 AM

Arctic Cat now is part of www.tsvdealer.com
John says:
3/9/2017 11:16:00 AM

"AC has almost no brand recognition on the dirt. We get at least one person a week into the shop that says "I didn't know cat made atvs". I see commercials for polaris, can am, honda, kawasaki on TV on a regular basis, I have never ever seen an Arctic Cat commercial. " -KROM

Exactly my point, they will either re-brand or market with the Cat name, but outside select areas in the dirt market you will hear "What's an Arctic Cat????" People just assume that everyone knows Arctic Cat, but reality is that the competition is much more recognizable in the dirt markets. Cat had very limited $$ for advertising and a non-competitive product line for years, heck a decade at this point. BUT....Things are looking up with the Wildcat XX, finally some excitement!

Textron doesn't have a great ring to it either, so not sure what they will do, but I heard they were in discussions to brand as "Textron" on dirt division. Maybe its just one of several options....

Yes, I am one of the cat loyal, and I do believe this will be good for Cat long term. The future is exciting!
Gunner82 says:
3/9/2017 2:25:00 PM


I don't post much - guess I'm a Arctic Insider stalker.

Like many of you, I've been riding AC and bleeding green, purple and orange for 40+ years now. Today, when I get a chance to come home to "the farm" my daughters and I often sled the 30 miles south to TRF.

This ownership change, while necessary, will be quite different for everyone.

After 27 years at one of the most iconic American brands in a different motorized industry - we were acquired by Textron a few years ago. They already owned another OEM in our segment.

Simply put, internally no previous old-school passion, experience or culture will survive. The purchased entity is basically assimilated. In a few years the place will be busting at the seams with new faces and interns - good but inexperienced kids from all over the country and other Textron entities. Because of geography, perhaps more of the original Cat DNA may continue than most takeovers.

More on the positive side - the brand name will likely survive for snow products. My guess is a 50/50 chances for dirt. Also, as mentioned here in several comments, the scale of economy and resources of the parent will yield R and D for continued operations and improvements. Nevertheless, much of the "edge" will be lost.

And for us - well I guess that's better than not being there at all. It's just business for the big T. And we all know that's how it works in the real world.

Best wishes to all the wonderful men, women and legends of Cat.

greg says:
3/16/2017 9:09:00 PM

textron will never market something as a "textron wild cat" that is not how they market anything.

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