January 12, 2010 (FinancialWire) — Hillenbrand, Inc. (NYSE: HI) and K-Tron International, Inc. (NASDAQ: KTII) have signed a definitive merger agreement providing for Hillenbrand’s acquisition of K-Tron for $150 per share in cash.

The price represents a 32.1 percent premium over the closing price of K-Tron’s stock on January 8, 2010, and a 38.6 percent premium over the 20-day average closing stock price. The boards of directors of both companies have unanimously approved the merger agreement. The directors and officers of K-Tron holding approximately 10 percent of K-Tron’s outstanding common stock in the aggregate have agreed to vote their shares in favor of the transaction.

According to Hillenbrand, the transaction will have an aggregate purchase price of approximately $435 million. Adjusted for K-Tron debt and cash on hand at October 3, 2009, the estimated net purchase price of the deal is approximately $390 million. The final net purchase price will be calculated based upon the K-Tron balance sheet at the date of close.

Following the completion of the transaction, expected to occur at the end of March 2010, K-Tron will operate as a wholly owned subsidiary of Hillenbrand. Hillenbrand is the holding company for Batesville Casket, a firm engaged in the North American death care industry through the sale of funeral services products, including burial caskets, cremation caskets, containers and urns, selection room display fixturing, and other personalization and memorialization products.

K-Tron is engaged in the design, production, marketing and servicing of material handling equipment and systems. The company serves many different industrial markets through two separate business lines. The firm’s Process Group focuses primarily on feeding and pneumatic conveying equipment. Its Size Reduction Group concentrates on size reduction equipment, conveying systems and screening equipment.

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