Chart Industries, a global leader in engineering and manufacturing of process technology and equipment for industrial gas, specialty and energy transition markets, has completed its acquisition of Howden, a leading global provider of mission critical air and gas handling products and services, from affiliates of KPS Capital Partners.
The strategic combination of Chart and Howden expands our offering of products and solutions across the Nexus of Clean—clean power, clean water, clean food and clean industrials. The combination also provides access to new specialty products and ESG-linked end markets such as nuclear, energy recovery and electrification. The complementary nature of the equipment and solution portfolios results in a differentiated offering across stationary and rotating equipment and is further differentiated by the additional 750 Howden engineers coming with the acquisition, doubling our global engineering team to over 1,500.
Chart paid a purchase price of approximately $4.4 B, before customary purchase price adjustments. Chart funded the purchase price and the payment of acquisition-related expenses through a combination of cash on hand, the proceeds from previously consummated debt and equity financings and the proceeds from a tranche of term loans that closed concurrently with the acquisition. As a result of Chart’s cash on hand and the debt and equity financings, the purchase price was paid solely in cash and no preferred stock was issued (to KPS or otherwise).
“We are excited to welcome the Howden team to the Chart family and look forward to the combined business executing on record momentum and well-defined synergies,” said Jill Evanko, CEO and President of Chart. “Since we announced the combination in November 2022, Chart has received numerous inbounds from customers that see the combined benefits we can offer.”
Through the acquisition of Howden, Chart has gained immediate access to new customers and commercial opportunities, increasing its geographic footprint to over 35 countries. This geographic footprint allows for increased commercial and manufacturing capabilities as well as the ability to bid on projects regionally that were not previously accessible. As a result, Chart is on track to meet or exceed its previously announced targets for $175 MM of annualized cost synergies and $150 MM of commercial synergies in the first 12 months of ownership.
Aftermarket, service and repair will represent approximately 30% of the combined organization with approximately 42% gross margin as a percent of sales. The increased global reach, coupled with two large existing installed bases, will result in less business cyclicality. We will also leverage Howden’s digital offerings of Uptime and Ventsim across our global installed base.
The new Chart executive management team will include a balance of Chart and legacy Howden executives. Chart will continue to operate under the One Chart commercial and engineering structures, further allowing us to leverage our full solution set across our diverse end markets.
Both companies continue to see strong demand in the first quarter 2023. Chart’s orders quarter-to-date through March 15, 2023, are above $520 MM.
Gross order intake for Howden in the fourth quarter 2022 was $534 MM, a new record high, and for the full year the gross order intake was $2,064 MM. Notable is the continued strength in renewable H2 with orders up 47% for the full year. Backlog as of December 31, 2022, for Howden was $1.3 B.