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TENNANT COMPANY (NYSE:TNC) Files An 8-K Completion of Acquisition or Disposition of Assets

TENNANT COMPANY (NYSE:TNC) Files An 8-K Completion of Acquisition or Disposition of Assets

Item 2.01 Completion of Acquisition or Disposition of Assets.

On April 6, 2017, Tennant Company (Tennant) completed the
acquisition of IP Cleaning S.p.A. and its subsidiaries (“IPC
Group), to the terms of the Share Purchase Agreement with
Ambienta SGR S.p.A. (acting as the management company of the
closed-end funds named Ambienta I, Ambienta II and Ambienta
II-bis), Federico De Angelis, Pietro Corsano Annibaldi, Antonio
Perosa and Giulio Vernazza, which was entered into on February
22, 2017, and filed as Exhibit 2.1 to Tennants Current Report on
Form 8-K filed with the Securities and Exchange Commission on
February 28, 2017.
The $353 million (330 million) purchase price for the acquisition
of the IPC Group was funded through the Credit Agreement, dated
as of April 4, 2017, among Tennant and the Foreign Subsidiary
Borrowers from time to time party thereto, JPMorgan Chase Bank,
N. A. (JPMorgan), as administrative agent, Goldman Sachs Bank
USA, as syndication agent, Wells Fargo Bank, National
Association, U.S. Bank National Association, and HSBC Bank USA,
National Association, as co-documentation agents, and the Lenders
(including JPMorgan) from time to time party thereto, which was
filed as Exhibit 10.01 to Tennants Current Report on Form 8-K
filed with the Securities and Exchange Commission on April 5,
2017.
Item 7.01 Regulation FD Disclosure.
On April 6, 2017, Tennant issued a press release announcing the
closing of the acquisition of IP Cleaning S.p.A. A copy of the
press release is furnished as Exhibit 99.1 to this Current
Report.
Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
The audited financial statements of IPC Group for the years ended
December 31, 2016, 2015 and 2014 are filed herewith as Exhibits
99.2, 99.3 and 99.4, respectively. The consent of KPMG S.p.A., IPC
Group’s independent registered public accounting firm, is attached
as Exhibit 23.1 to this Current Report.
(b) Pro Forma Financial Information.
The unaudited pro forma combined condensed financial information of
Tennant for the year ended December 31, 2016 is filed herewith as
Exhibit 99.5 and is incorporated herein by reference.
(d) Exhibits.
23.1 Consent of KPMG S.p.A.*
99.1
News Release, dated April 6, 2017, announcing the closing of
the acquisition of IP Cleaning S.p.A.*
99.2 Audited Financial Statements of IPC Group for the year ended
December 31, 2016*
99.3 Audited Financial Statements of IPC Group for the year ended
December 31, 2015*
99.4 Audited Financial Statements of IPC Group for the year ended
December 31, 2014*
99.5
Unaudited Pro Forma Combined Condensed Financial Information
of Tennant for the year ended December 31, 2016*
* Filed herewith

About TENNANT COMPANY (NYSE:TNC)
Tennant Company (Tennant) is engaged in designing, manufacturing and marketing cleaning solutions. The Company is organized into four operating segments: North America; Latin America; Europe, Middle East, Africa, and Asia Pacific. The Company offers products and solutions consisting of mechanized cleaning equipment, detergent-free and other sustainable cleaning technologies, aftermarket parts and consumables, equipment maintenance and repair service, specialty surface coatings, and business solutions, such as financing, rental and leasing programs, and machine-to-machine asset management solutions. Its other products include floor maintenance and outdoor cleaning equipment, and asset management solutions. Tennant products are used in various types of environments, including retail establishments, distribution centers, factories and warehouses, public venues, such as arenas and stadiums, office buildings, schools and universities, hospitals and clinics, and parking lots and streets. TENNANT COMPANY (NYSE:TNC) Recent Trading Information
TENNANT COMPANY (NYSE:TNC) closed its last trading session down -0.05 at 71.30 with 90,538 shares trading hands.

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