The acquisition of Hillenbrand, Inc. by an affiliate of Lone Star Funds has been approved by the company’s shareholders at a special meeting held on January 8, 2026. Ninety‑nine percent of the votes cast were in favor, representing roughly 83 % of the outstanding shares as of the November 28, 2025 record date. The deal is valued at about $3.8 billion and will close by the end of the first quarter of 2026, with shareholders receiving $32.00 in cash per share upon completion.
The vote reflects overwhelming support for the transaction, but it also comes at a time when Hillenbrand’s financial performance has been under pressure. In fiscal year 2025, net revenue fell 16 % to $2.67 billion, and adjusted earnings per share dropped 25 % to $2.49. The decline is largely attributable to the divestiture of the Milacron injection molding and extrusion (MIME) business, lower volumes in capital equipment and aftermarket parts, and rising raw‑material costs. In the fourth quarter of 2025, revenue was $652 million, a 22 % year‑over‑year drop, while adjusted EPS fell 18 % to $0.83, despite a 36 % beat over the $0.61 consensus estimate.
Segment analysis shows that Hillenbrand’s Advanced Process Solutions (APS) unit has been a relative bright spot, with pricing power and higher‑margin contracts offsetting weakness in the Molding Technology Solutions segment, which suffered from lower volume and cost inflation. Adjusted EBITDA margins contracted from 20.6 % in Q4 2024 to 18.6 % in Q4 2025, a 2 percentage‑point decline driven by higher material costs and a shift toward lower‑margin product lines. The company’s debt profile has improved, with proceeds from asset sales used to reduce leverage, but the margin compression signals ongoing pricing pressure in key markets.
President and CEO Kim Ryan emphasized that the transaction will allow Hillenbrand to focus on its core industrial businesses without the constraints of public‑market scrutiny. She noted that the company has been “transforming into a pure‑play global industrial company” and that the private‑equity partnership will provide the flexibility to invest in long‑term growth initiatives. Ryan also highlighted the company’s disciplined cost management, which helped it beat earnings expectations in Q4 2025 despite a revenue decline, and expressed confidence that the company can maintain profitability once the transition is complete.
The deal represents a substantial premium over Hillenbrand’s historical trading price and reflects Lone Star’s confidence in the company’s long‑term value. By taking Hillenbrand private, the firm will be able to pursue strategic investments and operational improvements without the pressure of quarterly earnings reports. The transaction is expected to close by the end of the first quarter of 2026, after customary regulatory approvals and customary closing conditions are satisfied.
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