Under the terms of the agreement, which was recommended by a special committee comprised entirely of inde-pendent directors of CFC and unani-mously approved by CFC's board ofdirectors, ITW, through a subsidiary, will acquire all outstanding shares of common stock of CFC for $16.75 per share. The transaction is expected toclose in the third quarter of 2006.
Roger F. Hruby, chairman of CFC, said, "We believe the merger will provide enhanced value for our stockholders and is in the best interests of the business, our employees and our customers." Hruby further added, "ITW is one of the most respected manufacturing companies in the United States, and CFC has a long history of providing innovative solutions for its customers. We are excited about the possibilities that ITW offers the business and its employees."