MTI Global Inc.

MTI Global Inc.

March 08, 2010 08:20 ET

MTI Global Inc. Announces Sale of MTI PolyFab to 3M

MISSISSAUGA, ONTARIO--(Marketwire - March 8, 2010) - MTI Global Inc. ("MTI")(TSX:MTI) announced today that it has entered into a share and note purchase agreement to sell MTI PolyFab Inc. ("MTI PolyFab") and other aerospace-related assets to 3M Canada Company ("3M"), for cash consideration of US$24 million (approximately CDN$24.7 million), subject to certain pre- and post-closing adjustments.

Following a comprehensive review of strategic alternatives available to MTI, MTI's board of directors unanimously recommends the sale be approved by MTI shareholders.

"The decision to recommend this course of action was taken following an extensive and ongoing review of the business which began more than one year ago," said MTI's Chairman, Robert Lord. "The board believes this is the best option to maximize value for shareholders."

Under the terms of the agreement, 3M will acquire MTI PolyFab, which includes the Aerospace and the Fabricated Products divisions of MTI. 3M will assume responsibility for substantially all employees of both Aerospace and Fabricated Products. The transaction also includes the remaining aerospace contracts from MTI Leewood of Bremen, Germany and MTI's engineering support operations in Brazil. 

"MTI PolyFab is a strong and profitable business that will benefit from increased scale," said MTI's President and Chief Executive Officer, Bill Neill. "The Aerospace division in particular will benefit from greater opportunities to grow its market leadership position and to meet the needs of customers and employees."

The transaction is subject to approval by MTI shareholders. MTI expects to hold a special meeting of shareholders in late April 2010. Details of the transaction and MTI's strategy after closing will be provided in the management information circular to be sent to MTI shareholders later this month.

The purchase price is subject to a closing adjustment with respect to MTI's contract manufacturing venture in Mexico which is currently expected to be in the range of US$1.3 million. After this adjustment to the purchase price, repayment of MTI's outstanding debt, transaction expenses and potential working capital adjustments, MTI expects net proceeds of between CDN$10 million to CDN$12 million. 

As previously announced, MTI is also pursuing the sale of its remaining silicone business in Milton, Florida. After the sale to 3M, MTI intends to explore options to further maximize value for its shareholders.

TD Securities Inc. acted as financial advisor to MTI, and has advised MTI that the purchase price is fair, from a financial point of view, to MTI.

About 3M

A recognized leader in research and development, 3M produces thousands of innovative products for dozens of diverse markets. 3M's core strength is applying its more than 40 distinct technology platforms – often in combination – to a wide array of customer needs. With $23 billion in sales, 3M employs 75,000 people worldwide and has operations in more than 65 countries. For more information, visit

About MTI

MTI Global Inc. (TSX:MTI) designs, develops and manufactures custom-engineered products using silicone and other cellular materials. The Company serves a variety of specialty markets focused on three main product categories: Silicone, Aerospace and Fabricated Products. MTI's manufacturing divisions develop and produce silicone foam using patented technology. The Company designs and fabricates energy management systems from a variety of flexible, cellular materials. MTI also produces and distributes specialty silicone elastomer products. MTI's primary markets are aerospace and mass transit. Secondary markets include sporting goods, automotive, industrial, institutional, electronics. MTI's head office and Canadian manufacturing operations are located in Mississauga, Ontario, with manufacturing operations located in Pensacola, Florida; and a contract manufacturer venture in Ensenada, Mexico. The Company's website is

Investors, analysts and the media are invited to participate in a special conference call to discuss the announcement today, March 8, 2010, at 10:00 a.m. (Eastern). To join the conference call, please dial 1-888-231-8191 (Canada and U.S.), reservation no. 60496632. Please dial in 5 minutes prior to the call start. The conference call can also be accessed via the web at A replay of the conference call will be available for one week by dialing 1-800-642-1687 and entering reservation no. 60496632.

The foregoing press release contains forward-looking statements and is subject to important risks and uncertainties. Although MTI Global Inc. believes that the expectations reflected in any forward-looking statements are reasonable, the results or events predicted in these statements may differ materially from actual results or events. Forward looking statements are based on estimates and assumptions derived from past experience, historical trends, current conditions and expected future developments. Many factors could cause results or events to differ from current expectations, including the impact of price and product competition, general industry and market conditions and growth rates and reliance on key customers. For additional information with respect to these and other factors, see the reports filed by MTI Global Inc. with the applicable securities regulatory authorities at MTI Global Inc. disclaims any intention or obligation to update or revise any forward-looking statements.

Contact Information

  • MTI Global Inc.
    Bill Neill
    President and Chief Executive Officer
    (905) 564-9700
    Fleishman-Hillard Canada
    Anne Lachance
    Investor Relations
    (416) 214-0701