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Woodward And Hexcel Announce Mutual Termination Of Merger Agreement

Neither party is required to pay a termination fee to the other because of the mutual decision to terminate the contract. FORT COLLINS, Colo. STAMFORD, Conn.— (BUSINESS WIRE) –Woodward, Inc. (NASDAQ: WWD) and Hexcel Corporation (NYSE: HXL) announced today that they have agreed to terminate their merger agreement, announced on January 12, 2020, that the parties had merged 50. In a joint statement, Tom Gendron, Chairman, Chief Executive Officer and Chairman of Woodward, and Nick Stanage, Chairman, Chief Executive Officer and Chairman of Hexcel, said: “While we both believed and continued to believe in the benefits of a Woodward and Hexcel combination from the outset, we came to the conclusion, after careful consideration, that it would not be wise to pursue the combination and integration of our companies into a merger, given the considerable uncertainty. While we are disappointed with this result, we believe this is the right decision for our customers, shareholders and employees, as it allows each of us to devote our attention and resources to ensuring that Woodward and Hexcel remain closely linked to our customers and our supply chains in these unparalleled times. We continue to hope that our two companies will continue to find ways to work together on next-generation platforms for the benefit of our customers. Media Contact Tracy Gohari | Woodward Director Business Communications | 970-498-3126 | Tracy.Gohari@woodward.com Kaye Veazey | Hexcel VP Corporate Marketing | 203-352-0339 | Kaye.Veazey@Hexcel.com Woodward and Hexcel announce the reciprocal termination of the merger agreement Woodward President, CEO and Chairman Thomas Gendron, 59, will continue in his current role and will not retire one year after the merger, as he had previously planned. Amid the global economic consequences of the COVID-19 pandemic, Fort Collins-based Woodward Inc. and Connecticut-based Hexcel Corp. canceled merger plans announced in January. The dismissal was approved by the boards of directors of both companies and is a response to the growing impact on the aerospace and industrial sectors, as well as on global markets as a whole, due to the health crisis caused by the coronavirus pandemic (COVID-19).

The pandemic has led each company to focus on their respective operations and has had an impact on the ability of companies to realize the benefits of the merger in these unprecedented times. On Monday, Woodward also announced initiatives it intends to take to strengthen its financial capacity in times of uncertainty caused by the spread of COVID-19. Woodward`s quarterly dividend was increased from $US 0.1625 to 0.28 $US per share as part of the combined dividend yield target for the combined company under the recently terminated merger agreement with Hexcel.

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