Carlisle Companies Inc. Files 8-K: Material Agreement

TL;DR

Carlisle just signed a big deal, filing an 8-K. Details to follow.

AI Summary

On March 18, 2024, Carlisle Companies Inc. entered into a Material Definitive Agreement. The filing also includes information related to Regulation FD Disclosure and Financial Statements and Exhibits. The company is incorporated in Delaware and headquartered in Scottsdale, Arizona.

Why It Matters

This 8-K filing indicates a significant new agreement for Carlisle Companies Inc., which could impact its business operations and financial performance.

Risk Assessment

Risk Level: medium — Material Definitive Agreements can introduce new risks or opportunities that are not yet fully understood.

Key Players & Entities

• CARLISLE COMPANIES INC (company) — Registrant
• March 18, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• Scottsdale, Arizona (location) — Business address

FAQ

Key Financial Figures

• $1 — ange on which registered Common stock, $1 par value CSL New York Stock Exchange
• $410 m — for cash consideration in the amount of $410 million, subject to certain customary pur

Filing Documents

• csl-20240318.htm (8-K) — 35KB
• purchaseagreementbetweenca.htm (EX-2.1) — 859KB
• carlislecompaniestoacquire.htm (EX-99.1) — 13KB
• carlisle_masterlogoxrgb.jpg (GRAPHIC) — 134KB
• csl-20240318_g1.jpg (GRAPHIC) — 98KB
• 0000790051-24-000079.txt ( ) — 1624KB
• csl-20240318.xsd (EX-101.SCH) — 2KB
• csl-20240318_def.xml (EX-101.DEF) — 15KB
• csl-20240318_lab.xml (EX-101.LAB) — 27KB
• csl-20240318_pre.xml (EX-101.PRE) — 16KB
• csl-20240318_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On March 18, 2024, Carlisle Companies Incorporated, a Delaware corporation (the "Company"), entered into a Unit Purchase Agreement (the "Agreement") with PWP Growth Equity Fund II LP, a Delaware limited partnership, MTL CP LP, a Delaware limited partnership, MTL Management Pool LLC, a Delaware limited liability company, PWP Growth Equity Fund II B LP, a Delaware limited partnership, Newbury Equity Partners V L.P., HQ Capital SCS SICAV-SIF – Auda Co-Investment Fund II, Regent Street Co-Investment Fund 2018-5, LLC, Trinity Alps Private Opportunities Fund I B LLC, Antares Capital 2 LP, Randolph Street Ventures, L.P., Jeffrey C. Walker and Chavkin Management Corp (collectively, the "Sellers"), MTL Holdings LLC, a Delaware limited liability company ("MTL Holdings"), MTL GEF Blocker LLC, a Delaware limited liability company ("Blocker"), and PWP Growth Equity Fund II LP, a Delaware limited partnership, solely in its capacity as the representative of all of the Sellers (the "Seller Representative" and, together with the Company, the Sellers, MTL Holdings and Blocker, the "Parties"), pursuant to which the Company agreed to acquire all of the equity interests of MTL Holdings and Blocker in exchange for cash consideration in the amount of $410 million, subject to certain customary purchase price adjustments. The Agreement contains customary representations, warranties, covenants and agreements of the Parties. The closing of the transactions contemplated by the Agreement (the "Closing") is subject to conditions that include, among others, receipt of regulatory approvals, correctness of the representations and warranties of the Parties (subject to certain materiality standards set forth in the Agreement), and compliance in all material respects by the Parties with their respective obligations under the Agreement that must complied with by them at or prior to the Closing. The Closing is expected to occur in the second quart

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On March 18, 2024, the Company issued a press release announcing the execution of the Agreement. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished herewith and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Title 2.1* Unit Purchase Agreement, dated as of March 18, 2024, by and between Carlisle Companies Incorporated Carlisle Companies Incorporated, PWP Growth Equity Fund II LP, MTL CP LP, MTL Management Pool LLC, PWP Growth Equity Fund II B LP, Newbury Equity Partners V L.P., HQ Capital SCS SICAV-SIF – Auda Co-Investment Fund II, Regent Street Co-Investment Fund 2018-5, LLC, Trinity Alps Private Opportunities Fund I B LLC, Antares Capital 2 LP, Randolph Street Ventures, L.P., Jeffrey C. Walker, Chavkin Management Corp, MTL Holdings LLC, MTL GEF Blocker LLC, and, solely in its capacity as the sellers' representative, PWP Growth Equity Fund II LP. 99.1 Press release of Carlisle Companies Incorporated dated March 18, 2024. 104 Cover page interactive data file (formatted in inline XBRL). * Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule will be furnished supplementally to the Securities and Exchange Commission upon request. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CARLISLE COMPANIES INCORPORATED Date: March 19, 2024 By: /s/ Kevin P. Zdimal Kevin P. Zdimal Vice President and Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR