Anixter International on Wednesday said it has agreed to be acquired by an affiliate of private investment firm Clayton, Dubilier & Rice in a $3.8 billion transaction that will make Anixter a private company.

Under terms of the all-cash deal, Anixter shareholders will receive $81 a share, a premium of 13% over Anixter’s closing price Tuesday.

Shares of the company’s stock closed at $83.42 on Wednesday, up more than 16%.

Bill Galvin, Anixter’s president and CEO, is expected to continue leading the company after the transaction closes. On an earnings call Wednesday morning, Galvin said Clayton, Dubilier & Rice had a strong track record helping companies like Anixter grow, and the two firms had similar cultures.

“We weren’t looking to go private," he said. "We were running the company as a public company and we’re prepared to do that. We’ve been very public about what our strategy is long-term and we were approached by a company that we felt was a serious — seriously interested in our company. And of course, it’s our responsibility, our fiduciary responsibility to consider serious companies. And that is how we started in this venture.”

In 2014, Glenview-based Anixter was trying to sell itself for as much as $115 a share, but potential buyers balked at the price, Bloomberg reported at the time, citing people familiar with the situation.

The deal requires approval by shareholders as well as regulators. The company said certain shareholders, including longtime Chairman San Zell, have agreed to support the merger.

However, the merger agreement allows Anixter’s board to solicit a better merger proposal from someone else through Dec. 9, and the board plans to do so. Anixter would have to pay a $45 million breakup fee if it passes on the deal announced Wednesday.

William Anixter and his brother, Alan, started Anixter Bros. in 1957. Each pitched in $5,000 that they borrowed in part from their mother, Zelda. The firm went public in 1967 and by 1982, sales exceeded $500 million. The company had a broad reach as the leading nationwide independent distributor of wire and cable.

In 1986, with Anixter Bros. generating more than $700 million in sales, the brothers decided to sell the company to Zell’s Chicago-based Itel Corp., which later changed its name to Anixter and then to Anixter International.

Also Wednesday, Anixter reported third-quarter earnings of $59.3 million, or $1.73 a share, an increase of 24% on a per-share basis from a year ago. Quarterly sales rose 2% to $2.2 billion.

Source: CHICAGO TRIBUNE