The tender offer of a subsidiary of Toyota Industries Corp (TICO) for the acquisition of attachments maker Cascade Corp cleared US antitrust reviews on 27 March, and the deal is nearing conclusion. At a per-share price of USD65, the transaction has a value of about USD759 million.

TICO and Cascade announced their plans to combine in a jointly issued 22 October press release and simultaneous Cascade letters of explanation to Cascade employees and customers.

TICO subsidiary Industrial Components and Attachments II Inc filed the tender offer on 2 November and extended it several times as the companies responded to US Department of Justice antitrust division and US Trade Commission requests for additional information.

The waiting period applicable to the offer and transaction under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 expired on 26 March, and the antitrust division notified TICO and Cascade on 27 March that the agency had decided to close its investigation of the purchase of the shares and the merger.

The often-extended offer expired at midnight on 27 March. The tendering of 10,276,861 shares of Cascade common stock represents approximately 91.8% of the outstanding shares.

TICO and its subsidiaries intend to make prompt payment for the shares tendered and purchase additional shares from Cascade under the merger agreement.

Upon consummation of the merger, TICO will operate Cascade under its existing name as a wholly owned independent subsidiary with principal offices in Fairview, Oregon, United States.

TICO says in a securities filing: "Cascade's strict policies on confidentiality regarding competitive information will remain unchanged. TICO recognises and respects the importance of this policy to customers and to the continued success of the business."

Those comments reflect what some observers perceive as a potential conflict of interest between TICO's extensive Toyota Material Handling operations and Cascade. The Cascade business provides load engagement devices through Toyota Material Handling and the forklift maker's many competitors.

Both Cascade and Toyota Material Handling are the largest players in their respective global markets.
For the fourth fiscal quarter ended 31 January, Cascade reports profit of USD5.7 million on sales of USD123.6 million. The comparable previous-year quarter had a profit of USD13.2 million on sales of USD125.9 million. Cascade filed the quarterly report on 25 March.

Cascade says it incurred additional costs of USD800,000 relating to the pending TICO acquisition and other costs in the Americas and China. In addition, Cascade reports it recorded a USD4.0 million charge related to the expansion of existing long-term environmental remediation plans at its locations in Fairview and Springfield, Ohio.

During the quarter, Cascade received net flood insurance proceeds of USD2.9 million stemming from the extensive January 2011 river flood damage at the leased facility of its subsidiary in Rocklea, Queensland, Australia.

For the fiscal year ended 31 January, Cascade reports profit of USD46.9 million on sales of USD538.4 million versus previous-year profit of USD63.1 million on sales of USD535.8 million.

As a transportation equipment company, TICO is engaged primarily in the manufacture and sale of automobiles, materials handling equipment and textile machinery.

Cascade makes materials handling load engagement devices such as forks and clamps and related replacement parts for use on forklift trucks and, to a lesser extent, on construction and agricultural vehicles.