EXCLUSIVE-UPDATE 2-SPX bid for Gardner Denver tops $4 bln-sources

Wed Dec 12, 2012 6:30pm EST
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* Private equity offers in mid-to-high $70s/shr range-sources

* SPX offers substantially more than private equity-sources

* Gardner shares end up 5 pct, SPX shares down 1.3 pct (Adds background, updates shares)

By Greg Roumeliotis and Soyoung Kim

NEW YORK, Dec 12 (Reuters) - Industrial machinery maker SPX Corp has outbid private equity firms competing to buy Gardner Denver Inc by a wide margin, offering to pay more than $4 billion for the rival, according to two people familiar with the matter.

Gardner Denver shares gained 5 percent to an eight-month high of $72.98, valuing the company at $3.6 billion, as investors clung to some skepticism about SPX's audacious move to pay top dollar to acquire a competitor with a higher stock market value.

Private equity firms Advent International, KKR & Co LP , and a consortium of TPG Capital LP and Onex Corp made all-cash offers in the mid-to-high $70s per share range, the people said on Wednesday. But SPX has topped those bids by offering substantially more, they said.

Based on Gardner Denver's 49.1 million outstanding shares, the private equity offers in the mid-to-high $70s per share range would have represented an equity value for Gardner Denver between $3.6 billion and $3.9 billion.

The SPX offer was so much higher that Gardner Denver canceled management meetings with private equity bidders that were initially set for this week and did not even seek second-round offers, the people said. Instead, it turned to SPX for one-on-one discussions with the goal of finalizing a deal before the end of the year, they said.   Continued...