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Jim Walter In $2.43 Billion Buyout By Kohlberg Kravis

August 13, 1987

NEW YORK (AP) _ Jim Walter Corp., one of the nation’s largest homebuilders, will be taken private in a sweetened $2.43 billion leveraged buyout by the New York investment firm Kohlberg Kravis Roberts & Co., the company said Thursday.

The $60-a-share bid topped KKR’s earlier proposal of $50 a share, worth about $2.03 billion, made in mid-July.

At that time industry analysts speculated the initial offer was too low, and Wall Street responded by pushing the stock of Tampa, Fla.-based Jim Walter sharply higher in anticipation of a higher bid.

Jim Walter shares, which traded at $45.50 before the initial offer was disclosed on July 16, close up $1.37 1/2 to $59.87 1/2 in active trading Thursday on the New York Stock Exchange.

Under the buyout, an investment group led by Kohlberg Kravis will begin a cash tender offer next Wednesday for all of Jim Walter’s 40.6 million common shares outstanding. The offer was conditioned upon a majority of the shares being tenedered.

Jim Walter shareholders will receive their next regular quarterly dividend of 30 cents a share under the agreement.

Jim Walter is a diversified building materials and natural resources company that operates primarily in the South and Southwest. It also is one of the country’s largest home builders, specializing in inexpensive, partially finished ″shell″ houses.

Kohlberg Kravis said it had commitments from two major banks and a syndicate of banks to provide $2 billion of the necessary financing. The firm and its affiliates would come up with the rest, Kohlberg Kravis said.

George Roberts, a general partner of Kohlberg Kravis, called Jim Walter ″a strong company with excellent management and a fine record.″

″We look forward to working with Jim Walter and his management team and making the company an even stronger enterprise,″ Roberts said.

Jim Walter had net income of $46.7 million, or $1.15 per share, in its third quarter ended May 31, up from $38.5 million, or $1.01 a share, a year earlier. Revenue dipped to $610.5 million from $626.9 million.

Company chairman and founder Jim Walter said in a news release that the merger represented a good value for shareholders and employees. The company declined to comment outside of the release, although several analysts agreed the offer was fair.

″We think it’s (the merger offer) on the low end but we think it’s fair,″ said Paul Kleinaitis of Duff & Phelps Inc. ″After the $50 offer we were expecting between $60 and $72 a share.″

Kleinaitis predicted Kohlberg Kravis would retain current management at Jim Walter because ″that always has been their style.″

″They (Jim Walter) have a pretty good management team in place,″ he said.

Walter founded the company in 1946 as a local manufacturer of partly completed homes and over the years mushroomed into a diversified business. He owns about 1.3 percent of its outstanding shares.

The company’s flagship Jim Walter Homes business uses national advertising to help sell its products, which typically are priced in the mid-$20,000 range. Jim Walter Homes, plus related financing operations, accounted for more than a third of the company’s operating profit last year.

Since 1981 the company has been shedding under-performing or cyclical companies, streamlining into a core of operations that includes home building and financing; building materials including pipe production; natural resources and distribution.

Following the initial bid from Kohlberg Kravis, the company indicated there were other parties interested in acquiring it, but another bid never materialized.

Kohlberg Kravis is a leader in leveraged buyouts, in which companies are acquired mainly with borrowed funds that are repaid with the target company’s cash flow or the sale of its assets.

Among Kohlberg Kravis-led buyouts were this year’s $3.6 billion acquisition of Owens-Illinois Inc. and the 1986 buyouts of Beatrice Cos. for $6.2 billion and Safeway Stores Inc. for $4.2 billion.

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