Gardner Denver Announces Pricing of its Initial Public Offering

11 May 2017

Gardner Denver Announces Pricing of its Initial Public Offering

MILWAUKEE--(BUSINESS WIRE)-- Gardner Denver Holdings, Inc. (“Gardner Denver”) today announced the pricing of its initial public offering of 41,300,000 shares of its common stock at $20.00 per share. Shares of Gardner Denver’s common stock are expected to begin trading on the New York Stock Exchange on May 12, 2017 under the symbol “GDI,” and the offering is expected to close on May 17, 2017, subject to customary closing conditions. GardnerDenver has granted the underwriters a 30-day option to purchase up to an additional 6,195,000 shares of its common stock.

Gardner Denver will receive net proceeds of approximately $781 million after deducting underwriting discounts and commissions and intends to use the net proceeds from the offering to redeem all $575 million aggregate principal amount of its 6.875% senior unsecured notes due 2021, to repay $160 million of borrowings under its senior secured dollar term loan facility and to pay certain expenses relating to this offering.

Goldman Sachs & Co. LLC, Citigroup, KKR Capital Markets, UBS Investment Bank, Simmons & Company International (Energy Specialists of Piper Jaffray), Deutsche Bank Securities, Baird, Credit Suisse and Morgan Stanley are acting as bookrunners of the offering, and William Blair, Stifel, HSBC, Macquarie Capital, Credit Agricole CIB and Mizuho Securities are acting as co-managers of the offering.

A registration statement, including a prospectus, relating to the offering of shares of the common stock of Gardner Denver has been declared effective by the U.S. Securities and Exchange Commission. This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

The offering of these securities will be made only by means of a prospectus. Copies of the prospectus may be obtained from Goldman Sachs & Co. LLC, Prospectus Department at 200 West Street, New York, NY 10282 or by telephone at 866-471-2526 or by facsimile at 212-902-9316, or by email at prospectusny@ny.email.gs.com; or Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (800) 831-9146.

About Gardner Denver

Gardner Denver is a leading global provider of mission-critical flow control and compression equipment and associated aftermarket parts, consumables and services, which it sells across multiple attractive end-markets within the industrial, energy and medical industries. Its broad and complete range of compressor, pump, vacuum and blower products and services, along with its application expertise and over 155 years of engineering heritage, allows Gardner Denver to provide differentiated product and service offerings for its customers' specific uses. GardnerDenver supports its customers through its global geographic footprint of 37 key manufacturing facilities, more than 30 complementary service and repair centers across six continents, and approximately 6,100 employees world-wide.

Forward Looking Statements

This press release includes certain disclosures which contain “forward-looking statements.” You can identify forward-looking statements because they contain words such as “believes” and “expects.” Forward-looking statements are based on Gardner Denver’s current expectations and assumptions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in our filings with the SEC, including our registration statement on Form S-1, as amended from time to time, under the caption “Risk Factors.”

Gardner Denver Holdings, Inc.
Media & Investor Relations Contact
Vikram Kini
(414) 212-4753
vikram.kini@gardnerdenver.com

Source: Gardner Denver Holdings, Inc.

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