MOTORS & ARMATURES TO SELL PARTS DIVISION TO CSW INDUSTRIALS FOR $650 MILLION

Rhea-AI Summary

Motors & Armatures (MARS), a Platinum Equity portfolio company, has agreed to sell its parts division to CSW Industrials (NYSE: CSW) for $650 million in cash, plus a potential $20 million earn-out. The transaction, expected to close by end of 2025, excludes MARS' equipment distribution division, which will continue operating as Heat Controller under Platinum Equity.

Since Platinum Equity's acquisition in July 2024, MARS has undergone significant transformation, including the strategic acquisition of Global, the Source, expansion into new product categories, and cost optimization initiatives. The parts division specializes in HVAC/R components, while Heat Controller will continue offering residential and commercial heating and cooling equipment under the Comfort-Aire and Century brands.

CEO Philip Windham will continue leading Heat Controller post-transaction, with Platinum Equity planning continued expansion through organic growth and M&A.

Positive

• Sale price of $650 million cash plus potential $20 million earn-out
• Successful operational transformation under Platinum Equity ownership since 2024
• Strategic acquisition of Global, the Source adding US-based manufacturing capabilities
• Significant cost savings achieved across procurement, freight, and damage reduction
• Expansion into new product categories enhancing business portfolio

Negative

• Transaction subject to regulatory approval and closing conditions
• Separation of business units could create operational challenges

News Market Reaction – CSW

+3.89%

+3.89% Session close to close

In the Oct 1 session, CSW gained 3.89%, reflecting a moderate positive market reaction.

Data tracked by StockTitan Argus on the day of publication.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Transaction follows significant operational transformation of MARS under Platinum Equity ownership

MARS to continue investing in growth of equipment business

LOS ANGELES, Oct. 1, 2025 /PRNewswire/ -- Platinum Equity portfolio company Motors & Armatures (MARS) today announced it has signed a definitive agreement to sell its parts division ("MARS Parts") to CSW Industrials, Inc. (NYSE: CSW) for $650 million in cash, subject to customary closing adjustments. The transaction also includes an earn-out valued at up to $20 million based on the achievement of revenue targets in the year after closing.

The transaction is expected to close before the end of calendar year 2025, subject to regulatory approval and other conditions.

Headquartered in Hauppauge, New York, MARS is a leading North American distributor of HVAC/R parts, supplies and equipment. MARS Parts specializes in motors, capacitors, and other components and supplies used for HVAC/R repairs and replacements.

The sale does not include the MARS equipment distribution division, which will remain a standalone business in Platinum Equity's portfolio and continue to operate under the name Heat Controller.  Heat Controller offers residential and commercial heating, cooling, and dehumidification equipment under the Comfort-Aire and Century brands.

Since investing in MARS in July 2024, Platinum Equity has led a comprehensive transformation of the company, including:

• Completing the strategic acquisition of Global, the Source, bringing US-based in-house manufacturing capabilities to MARS and enhancing the combined company's financial profile
• Expanding into new product categories such as pads, pans, equipment hangers, float switches, chemicals, and other accessories
• Driving significant cost savings across procurement, freight, and damage reduction
• Recruiting a world-class management team from a leading HVAC OEM, led by Philip Windham as CEO

Windham will continue as CEO of Heat Controller following the sale of MARS Parts. He expressed optimism about the future of both divisions.

"We're proud of the progress we've made and grateful to the talented team in our parts division," said Windham. "We'll be cheering for their continued success as part of the CSW family. At the same time, we're energized by the growth ahead for Heat Controller and excited to build on the momentum we've created."

MARS anticipates a smooth transition, as MARS Parts and Heat Controller have operated largely independently.

"Over the past year and a half, we've partnered with the MARS team to transform the business and create significant value," said Platinum Equity Co-President Jacob Kotzubei. "This transaction allows us to realize part of that value while finding a natural home for the parts division at CSW where it can continue to thrive. We remain bullish on the HVAC sector long term and will continue putting our financial and operational resources to work."

Platinum Equity said it will actively support Heat Controller's ongoing expansion.

"We have an outstanding leadership team that is eager to scale and create additional value," said Platinum Equity Managing Director Dan Krasner. "We will continue to diversify and expand Heat Controller's product portfolio and extend the company's reach to new customers, both organically and through strategic M&A."

About Platinum Equity
Founded in 1995 by Tom Gores, Platinum Equity is a global investment firm with approximately $50 billion of assets under management and a portfolio of approximately 60 operating companies that serve customers around the world. Platinum Equity specializes in mergers, acquisitions and operations – a trademarked strategy it calls M&A&O^® – acquiring and operating companies in a broad range of business markets, including manufacturing, distribution, transportation and logistics, equipment rental, metals services, media and entertainment, technology, telecommunications and other industries. Over the past 30 years Platinum Equity has completed more than 500 acquisitions.

Contact:

Dan Whelan
Platinum Equity
dwhelan@platinumequity.com

View original content:https://www.prnewswire.com/news-releases/motors--armatures-to-sell-parts-division-to-csw-industrials-for-650-million-302572438.html

SOURCE Platinum Equity

FAQ

What is the value of CSW Industrials' acquisition of MARS Parts division?

CSW Industrials will acquire MARS Parts division for $650 million in cash, with an additional potential earn-out of up to $20 million based on post-closing revenue targets.

When will the CSW Industrials acquisition of MARS Parts close?

The transaction is expected to close before the end of calendar year 2025, subject to regulatory approval and other conditions.

What will happen to MARS' equipment distribution division after the sale?

The equipment distribution division will remain a standalone business in Platinum Equity's portfolio and continue operating as Heat Controller, offering Comfort-Aire and Century brand products.

Who will lead Heat Controller after the MARS Parts division sale?

Philip Windham will continue as CEO of Heat Controller following the sale of MARS Parts division.

What improvements did Platinum Equity make to MARS since acquiring it?

Since July 2024, Platinum Equity led transformations including acquiring Global, the Source, expanding into new product categories, implementing cost savings, and recruiting a new management team.