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WELLINGTON, FL-B/E Aerospace Inc. is proposing a $177 million buyout of Miami-based M&M Aerospace Hardware Inc.

The announcement on Monday comes just days after the Wellington-based manufacturer of aircraft interior-cabin products filed a universal shelf-registration statement to issue up to $250 million in subordinated notes or new stock–specifically for acquisition purposes.

Under terms of the pending agreement, B/E offered $152 million in cash and $25 million of its common stock to the owners of the Miami-based independent aftermarket distributor of aerospace fasteners. The deal is expected to close in 30 days, pending shareholder approval.

At the time of closing, M&M is expected to use $80 million of the purchase price to repay all of the company’s outstanding debt. As an incentive, B/E offered the selling shareholders an opportunity to earn an additional $23 million of its publicly traded common based on M&M’s future earnings performance.

Shareholders apparently reacted unfavorably to news, however, as shares in B/E traded down $1.05 Monday at $17.15 on volume of 140,000. The issue has traded as high as high as $25.88 and as low as $11.13 over the past 52 weeks.

The acquisition is likely to include the 201,827 sf of industrial-warehouse space that M&M owns on 12 acres of land at 10000 NW 15th Terrace in the Miami-Dade County airport-west submarket. In June 1998, the company acquired the site for $5.23 million, or about $25.90 per sf, according to information culled from the Miami-Dade County property appraiser’s online database.

It is uncertain whether B/E officials intend to consolidate the M&M warehouse facility or put it up for sale. B/E owns a portfolio of 965,700 sf, and leases another 734,300 sf, at various sites throughout the United States and overseas.

Besides the Miami warehouse, M&M either leases or owns facilities in Long Beach, CA, Dallas, TX, Wichita, KS, England, France and Germany. Founded in 1974, the company employs about 300 workers and maintains an inventory base of about 175,000 sf.

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