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Winnebago to acquire RV company Newmar for $344M

Winnebago Industries Inc. announced Sept. 16 that it agreed to acquire recreational vehicle manufacturer Newmar Corp. for a total consideration of approximately $344 million.

Winnebago said the consideration consists of $270 million in cash and 2 million Winnebago shares, equal to about 6% of the company, issued to Newmar shareholders. It also represents a multiple of 5.2x Newmar's adjusted EBITDA for the last 12 months to June 2019.

Newmar is a privately owned, Nappanee, Ind.-based manufacturer of Class A luxury, diesel and gas vehicles, as well as Super C motorhomes. It generated $661 million in revenue and $55.2 million in adjusted EBITDA for the year ended June 2019.

"The acquisition of Newmar aligns with our strategy to strengthen and reenergize our motorized business by enhancing our position and capabilities in the motorhome market and building on the progress we have made driving growth and innovation across our offerings," Winnebago President and CEO Michael Happe said in a statement.

The Iowa-headquartered automaker expects the acquisition to be immediately accretive to its cash EPS for fiscal 2020, excluding transaction costs, the impacts of purchase accounting and before giving effect to anticipated synergies. The deal is anticipated to create at least $5 million in annual run-rate net cost synergies for three years.

As part of the agreement, Newmar will operate as a separate business under Winnebago and will continue to be led by Matthew Miller as president.

The transaction is expected to close in the fiscal first quarter of 2020, subject to regulatory approvals and other customary closing conditions.

Goldman Sachs & Co. LLC is acting as Winnebago's financial adviser for the deal and Faegre Baker Daniels LLP is its legal adviser.