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Manitowoc to Buy UK's Enodis for $1.9 Billion

Manitowoc, a U.S. maker of cranes and restaurant equipment, has agreed to acquire British food equipment maker Enodis Plc for around 948 million pounds ($1.9 billion), it said on Monday.

Manitowoc said shareholders in Enodis, which makes fryers for groups such as McDonald's and Burger King, would receive 258 pence in cash for each Enodis share.

Enodis will also pay an interim dividend of 2p a share.

"The combination of Manitowoc and Enodis' businesses will create one of the leading foodservice businesses globally," said Chairman Terry Growcock of Manitowoc, which had tried to buy Enodis in 2006, in a statement.

"This acquisition continues our strategy of dynamic, earnings-based growth which drives value for Manitowoc shareholders," Growcock added.

Manitowoc expects the acquisition to be earnings enhancing in 2009 and sees annual synergies -- before any one-off costs -- of not less than $60 million to be fully realised in 2010.

Enodis, whose origins date back to the mid-nineteenth century as small north England-based food merchant S & W Berisford, said on April 9 it had received an indicative offer from Manitowoc and had granted the U.S. company due diligence.

The offer price of 258p represents a premium of 82.3 percent to where Enodis shares stood on April 8.

Manitowoc said it had agreed to take all necessary steps to achieve clearance from European and U.S. antitrust authorities by Oct. 11.

In addition, it said if clearance was not obtained by then it would pay Enodis a termination fee of $50 million.

The U.S. company said the deal would enable it to enter two new markets -- hot foodservice and food retail equipment -- as well as expand its ice, refrigeration and beverage businesses.

Citigroup analysts had said in a note last Thursday that the indicative offer was attractive and that it did not see a rival bidder emerging.

U.S. rival Middleby also approached Enodis in 2006, as did Britain's Aga Foodservice Group.

Enodis was advised by Rothschild while JPMorgan Cazenove advised Manitowoc.