The Allen Group Announces Spin-Off Distribution of TransPro, Inc.

The Allen Group, a leading supplier of systems expansion and wireless communication products, has announced a spin-off distribution of 100% of the shares of TransPro, Inc., a newly formed company consisting of Allen's Truck Products divisions and GO/DAN Industries. The distribution will be made to Allen's shareholders of record, with one share of TransPro common stock to be distributed for every four shares of Allen common stock owned. The spin-off is expected to enhance the future growth of both Allen and TransPro, allowing them to maximize their financial resources and utilize their stock as an acquisition currency.

Key Takeaways:

  • The Allen Group has declared a spin-off distribution of 100% of the shares of TransPro, Inc. to its shareholders of record.
  • The distribution will be made in the ratio of one share of TransPro common stock for every four shares of Allen common stock owned.
  • Approximately 6.6 million shares of common stock of TransPro will be distributed based on approximately 26.4 million currently issued and outstanding shares of common stock of Allen.
  • The distribution is subject to regulatory approvals and other conditions.
  • The common stock of TransPro will be traded on the New York Stock Exchange under the symbol "TPR".
  • Certificates for the new TransPro common stock are expected to be mailed to shareholders on October 10, 1995.
  • Fractional shares will be aggregated and sold in the public market, with the cash proceeds distributed to those stockholders entitled to fractional interests.
  • The spin-off is expected to enhance the future growth of both Allen and TransPro.
  • TransPro will be comprised of Allen's Crown and G&O Manufacturing Company divisions, as well as GO/DAN Industries.
  • Allen presently owns 50% of GO/DAN, and TransPro will redeem the remaining ownership interest immediately before the spin-off.
  • TransPro will be headquartered in New Haven, Connecticut.

Statistics:

  • 6.6 million shares of common stock of TransPro will be distributed to Allen's shareholders of record.
  • 26.4 million shares of common stock of Allen are currently issued and outstanding.
  • 1 share of TransPro common stock will be distributed for every 4 shares of Allen common stock owned.
  • Trading of TransPro common stock is expected to commence on the New York Stock Exchange under the symbol "TPR" after the record date.
  • 416,000 shares of TransPro will be aggregated and sold in the public market due to fractional shares.

Sources:

  • "The Allen Group Inc. Declares Spin-Off of TransPro, Inc." (Business Wire, Sept. 8, 1995)
  • Robert G. Paul, President and Chief Executive Officer of The Allen Group, Inc.