MILWAUKEE--(BUSINESS WIRE)--Aug. 12, 2014--
Badger
Meter, Inc. (NYSE: BMI) today announced it has signed a stock
purchase agreement to acquire National Meter and Automation, Inc.
(National Meter), based in Denver, Col. The purchase is estimated to add
approximately $15 million of incremental revenues to Badger Meter, after
eliminating what would be intercompany sales. National Meter is a major
distributor of Badger Meter products for the municipal water utility
market, serving customers in Colorado, California, Nevada, Arizona and
southern Wyoming.
“National Meter is one of our leading distributors and we have developed
an excellent and mutually-rewarding relationship since the company was
formed in 2004. We sell a significant amount of our products through
distributors, who have close relationships with our customers and
provide important sales, technical and operational support at a local
level. The addition of National Meter will not only further integrate
Badger Meter into this key sales channel, but also will benefit our
other distributor relationships and our customers,” said Richard A.
Meeusen, chairman, president and chief executive officer of Badger Meter.
Meeusen said National Meter will become a regional distribution center
for Badger Meter. In addition to its primary product line of water
meters and meter reading systems, National Meter also provides services
including meter testing, leak detection, water audits, meter and meter
reading system installation and meter reading. National Meter will
continue to be led by its founders Noel Frakes and Frank Milliron. “We
are pleased to welcome National Meter’s leadership team and employees to
Badger Meter,” said Meeusen.
The acquisition is expected to close on October 1, 2014.
About Badger Meter
As an innovator in flow measurement and control products, Badger Meter
serves water utilities, municipalities, and commercial and industrial
customers worldwide. Measuring water, oil, chemicals, and other fluids,
Badger Meter products are known for accuracy, long-lasting durability
and for providing valuable and timely measurement data. For more
information, visit www.badgermeter.com.
Certain statements contained in this news release, as well as other
information provided from time to time by Badger Meter, Inc. (the
“Company”) or its employees, may contain forward looking statements that
involve risks and uncertainties that could cause actual results to
differ materially from those in the forward looking statements. The
words “anticipate,” “believe,” “estimate,” “expect,” “think,” “should,”
“could” and “objective” or similar expressions are intended to identify
forward looking statements. All such forward looking statements are
based on the Company’s then current views and assumptions and involve
risks and uncertainties. Some risks and uncertainties that could cause
actual results to differ materially from those expressed or implied in
forward looking statements include those described in Item 1A of the
Company’s Annual Report on Form 10-K for the year ended December 31,
2013 that include, among other things:
-
the continued shift in the Company’s business from lower cost,
manually read meters toward more expensive, value-added automatic
meter reading (AMR) systems, advanced metering infrastructure (AMI)
systems and advanced metering analytics (AMA) systems that offer more
comprehensive solutions to customers’ metering needs;
-
the success or failure of newer Company products;
-
changes in competitive pricing and bids in both the domestic and
foreign marketplaces, and particularly in continued intense price
competition on government bid contracts for lower cost, manually read
meters;
-
the actions (or lack thereof) of the Company’s competitors;
-
changes in the Company’s relationships with its alliance partners,
primarily its alliance partners that provide radio solutions, and
particularly those that sell products that do or may compete with the
Company’s products;
-
changes in the general health of the United States and foreign
economies, including to some extent such things as the length and
severity of global economic downturns, the ability of municipal water
utility customers to authorize and finance purchases of the Company’s
products, the Company’s ability to obtain financing, housing starts in
the United States, and overall industrial activity;
-
unusual weather and other natural phenomena, including related
economic and other ancillary effects of any such events;
-
the timing and impact of government programs to stimulate national
and global economies, as well as the impact of government budget cuts
or partial shutdowns of governmental operations;
-
changes in the cost and/or availability of needed raw materials and
parts, such as volatility in the cost of brass castings as a result of
fluctuations in commodity prices, particularly for copper and scrap
metal at the supplier level, foreign-sourced electronic components as
a result of currency exchange fluctuations and/or lead times, and
plastic resin as a result of changes in petroleum and natural gas
prices;
-
the Company’s expanded role as a prime contractor for providing
complete connectivity systems to governmental entities, which brings
with it added risks, including but not limited to, the Company’s
responsibility for subcontractor performance, additional costs and
expenses if the Company and its subcontractors fail to meet the
timetable agreed to with the governmental entity, and the Company’s
expanded warranty and performance obligations;
-
the Company’s ability to successfully integrate acquired businesses
or products;
-
changes in foreign economic conditions, particularly currency
fluctuations in the United States dollar, the Euro and the Mexican
peso;
-
the inability to develop technologically advanced products;
-
the failure of the Company’s technology products to operate as
intended;
-
the inability to protect the Company’s proprietary rights to its
software and related products;
-
the loss of certain single-source suppliers;
-
changes in laws and regulations, particularly laws dealing with the
use of lead (which can be used in the manufacture of certain meters
incorporating brass housings) and the United States Federal
Communications Commission rules affecting the use and/or licensing of
radio frequencies necessary for radio products; and
-
the ability to complete the proposed National Meter acquisition on
anticipated terms and timetable and the Company’s ability to integrate
successfully after the transaction and achieve anticipated benefits
from such transaction
All of these factors are beyond the Company's control to varying
degrees. Shareholders, potential investors and other readers are urged
to consider these factors carefully in evaluating the forward looking
statements contained in this news release and are cautioned not to place
undue reliance on such forward looking statements. The forward looking
statements made in this document are made only as of the date of this
document and the Company assumes no obligation, and disclaims any
obligation, to update any such forward looking statements to reflect
subsequent events or circumstances.
Badger Meter company news is available 24 hours a day, on-line at: http://www.badgermeter.com.
Source: Badger Meter, Inc.
Badger Meter, Inc.
Dawn O’Neill, (414) 371-7276