Mergers and Acquisitions

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A.O. Smith to acquire stake in Hong Kong company; Laughlin Constable merges with New York ad firm; San Francisco firm to acquire GuestBridge Inc.

A.O. Smith to acquire stake in Hong Kong company

A. O. Smith Corp. has signed an agreement to purchase a majority interest in the water treatment business of Tianlong Holding Co. Ltd. of Hong Kong.

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A newly formed company, A.O. Smith (Shanghai) Water Treatment Products Co. Ltd., will hold the assets of the business and supply reverse osmosis (RO) water filtration products to the China residential and commercial markets as well as export markets throughout the world.

The new company will be a wholly owned foreign enterprise under Chinese law. A.O. Smith will pay approximately $77 million for an 80-percent share of the new company. The investment will be funded out of A.O. Smith’s existing cash flow and credit facilities, and the company is expected to earn in excess of its cost of capital in the first full year under A.O. Smith’s ownership.

Within three years, the company expects to have a business that will generate more than $100 million in sales with double-digit operating profit. The transaction is expected to close in the fourth quarter of 2009 subject to meeting customary closing conditions.

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"We are excited about investing in the leading residential and commercial water purification company in China," said Paul Jones, chairman and chief executive officer of A.O. Smith Corp. "Entering the water treatment industry has been an important strategic initiative for A.O. Smith, and, in Tianlong, we have an experienced and well regarded partner who understands the market. One of the biggest issues facing much of the world is securing clean drinking water, and Tianlong has experienced significant growth over the last several years meeting this demand. We expect customer demand will continue to grow in the future. We also believe water treatment and filtration complement our existing water heating business, particularly in Asia."

Laughlin Constable merges with New York ad firm

Laughlin Constable, an integrated communications agency with offices in Milwaukee and Chicago, announced today a merger with New York-based Partners and Jeary.

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The combined firm will have billings of $220 MM and 155 employees in its three offices.

"We are two firms with a similar vision and creative process," said Steve Laughlin, partner. "For more than 30 years, LC has built our business on the belief that great ideas ignite business results across all media; Partners and Jeary was founded on the same principle."

Laughlin will continue to run the Milwaukee and Chicago offices. Michael Jeary will be president of Laughlin Constable New York.

Laughlin and Jeary met through the American Association of Advertising Agencies (AAAA), serving on the "Emerald Forum" together for 10 years. Over that time, Laughlin Constable acquired a Chicago office, and the success of that office led the agency to consider a New York office, as well.

"This merger is certainly about geography but it’s also about adding talent to our roster," Laughlin said. "Jeary is a top-notch strategist and smart marketer. In three short years, his agency has established a reputation for innovative creative thinking and marketing solutions. They are exactly the kind of firepower we need to enter New York. With Jeary’s direction, LC will be poised to expand our client base and be competitive in the New York market. Unlike small agencies that aren’t integrated, LC is able to execute an idea across multiple touch points. And, unlike large conglomerate agencies, LC provides clients with unmatched client service."

"This is win-win for both agencies," Jeary said. "Our clients will benefit from the new relationship immediately with shared digital marketing, public relations, and media buying services all under one roof."


San Francisco firm to acquire GuestBridge Inc.

OpenTable Inc., a provider of free, real-time online restaurant reservations for diners and reservation and guest management solutions for restaurants, has agreed to acquire substantially all of the assets and certain liabilities of GuestBridge Inc., a Milwaukee-based provider of guest management solutions, for approximately $3 million in cash.

The acquisition is expected to close in the fourth quarter of 2009.

"We have great respect for what the GuestBridge team has accomplished over the last several years," said Charlie McCullough, senior vice president of engineering, OpenTable. "GuestBridge has developed some compelling pieces of software technology which we will aim to leverage in the solutions we currently provide to restaurants."

"This proposed acquisition will create a more complete operational, marketing and business solution for customers of GuestBridge, and we are very excited about what this combination of restaurant industry expertise can deliver to them," said Dave Arthurs, president of GuestBridge.

Originally founded in 1999 as, GuestBridge provides guest management solutions to customers in several countries, including approximately 150 restaurants that may particularly benefit from the OpenTable diner network. The four employees of GuestBridge in Milwaukee at 135 W. Wells St. will initially report into McCullough’s engineering organization at OpenTable following the close of the acquisition.

OpenTable is based in San Francisco.

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