TriMas Board Approves Plan To Pursue Tax-free Spin-off Of Cequent Businesses

(RTTNews) - TriMas Corp. (TRS) announced its Board of Directors has unanimously approved a plan to pursue a tax-free spin-off of 100% of its Cequent businesses into a new stand-alone, publicly traded company. This transaction is expected to be completed during mid-2015.

Under this plan, the new, stand-alone Cequent company will operate as an independent, publicly held company. The Cequent businesses generated revenue of about $614 million in the aggregate for the trailing 12 month period ended September 30, 2014. Mark Zeffiro, the current Executive Vice President and Chief Financial Officer of TriMas, will serve as President and Chief Executive Officer of this new entity upon completion of the transaction.

TriMas Corporation said it will continue to be led by President and Chief Executive Officer, Dave Wathen.

Upon completion of the transaction, the new stand-alone Cequent company will consist of TriMas' current Cequent Americas and Cequent APEA segments.

Post separation, TriMas is expected to have a higher growth and margin profile and will be a more focused, diversified engineered products company, consisting of the current Packaging, Aerospace, Energy and Engineered Components segments.

TriMas said it expects to complete the transaction by distributing all of the shares of the new stand-lone, publicly traded Cequent company to TriMas shareholders, who will initially own 100% of the shares. It is expected that the transaction will be tax-free to TriMas' U.S. shareholders, subject to the receipt of an opinion regarding the tax-free nature of the transaction. TriMas currently expects the transaction to be completed during mid-2015.

The company estimates third party and legal entity reorganization-related expenses to be approximately $20 million to effect the transaction. Such costs will be incurred over the next several quarters.