Dan Moore

Matt Summerville

John Franzreb

Mitchell Moore

Daniel Moore

Jeffrey Hammond

Mitch Moore

- Hillenbrand, Inc. entered into a Merger Agreement on **October 14, 2025**, to be acquired by affiliates of **Lone Star Funds**.  **[1417398_0001193125-25-241524_d937700d8k.htm:1]** 
- Under the terms of the agreement, each share of Hillenbrand's Common Stock will be converted into the right to receive **$32.00 in cash**.  **[1417398_0001193125-25-241524_d937700d8k.htm:1]** **[1417398_0001193125-25-241524_d937700dex21.htm:27]** 
- Hillenbrand's board of directors unanimously adopted the Merger Agreement and resolved to recommend its shareholders approve the transaction.  **[1417398_0001193125-25-241524_d937700d8k.htm:1]** **[1417398_0001193125-25-241524_d937700dex21.htm:4]** 
- The acquisition is financed by a **$1,647,000,000** equity commitment from Lone Star Fund XII, L.P. and substantial debt financing.  **[1417398_0001193125-25-241524_d937700d8k.htm:3]** 
- Hillenbrand is permitted to pay one cash dividend of up to **$0.2275 per share** on or prior to **December 31, 2025**, but no other dividends on its Common Stock until the merger's effective time or termination.  **[1417398_0001193125-25-241524_d937700d8k.htm:3]** **[1417398_0001193125-25-241524_d937700dex21.htm:69]**

Hillenbrand, Inc. Enters into Definitive Merger Agreement

- The Ademi Firm is investigating **Hillenbrand (NYSE: HI)** for potential breaches of fiduciary duty and other legal violations concerning its transaction with Lone Star Funds.  **[1417398_20251015CG98639:0]** 
- Shareholders of Hillenbrand are set to receive **$32.00 per share**, representing an enterprise value of approximately **$3.8 billion**.  **[1417398_20251015CG98639:0]** 
- The investigation focuses on whether the Hillenbrand board of directors fulfilled its fiduciary duties, noting concerns about substantial benefits for insiders and a significant penalty that limits competing bids.  **[1417398_20251015CG98639:0]**

Hillenbrand Transaction with Lone Star Funds Under Investigation

- **Hillenbrand, Inc. (HI)** has entered into a definitive agreement to be acquired by an affiliate of Lone Star Funds for **$32.00 per share** in an all-cash transaction.  **[1417398_0001193125-25-239558_d19460dex991.htm:0]** 
- The acquisition values Hillenbrand at an enterprise value of approximately **$3.8 billion** and represents a premium of approximately **37%** over its unaffected closing share price on August 12, 2025.  **[1417398_0001193125-25-239558_d19460dex991.htm:0]** 
- The transaction is expected to close by the **end of the first quarter of calendar year 2026**, after which Hillenbrand will become a privately held company and its shares will no longer trade on the New York Stock Exchange.  **[1417398_0001193125-25-239558_d19460dex991.htm:0]** 
- Due to the pending acquisition, Hillenbrand will not hold a conference call or webcast for its Q4 and fiscal year 2025 earnings announcement and will not issue financial guidance for fiscal year 2026.  **[1417398_0001193125-25-239558_d19460dex991.htm:1]**

Hillenbrand Announces Agreement to Be Acquired by Lone Star

- Hillenbrand, Inc. has entered into a definitive agreement to be acquired by an affiliate of Lone Star Funds in an **all-cash transaction** valued at **$32.00 per share**.  **[1417398_20251015DE98220:0]** 
- The acquisition equates to an enterprise value of approximately **$3.8 billion**.  **[1417398_20251015DE98220:0]** 
- The purchase price represents a premium of approximately **37%** over Hillenbrand's unaffected closing share price on August 12, 2025.  **[1417398_20251015DE98220:0]** 
- The transaction is expected to close by the **end of the first quarter of calendar year 2026** and will result in Hillenbrand becoming a **privately held company**, with its shares no longer trading on the New York Stock Exchange.  **[1417398_20251015DE98220:0]**

Hillenbrand (HI)