Hillenbrand to acquire K-Tron

Feb. 19, 2010, Batesville, IN, and Pitman, NJ – Hillenbrand Inc and K-Tron
International Inc have signed a definitive merger agreement providing for
Hillenbrand’s acquisition of K-Tron. K-Tron is involved in the design, production,
marketing, and servicing of material handling equipment and systems, serving
many industrial markets. Its Size Reduction Group concentrates on size
reduction equipment, conveying systems, and screening equipment, operating
under three brands: Pennsylvania Crusher, Gundlach, and Jeffrey Rader.

The
boards of directors of both companies have unanimously approved the merger
agreement. Following completion of the transaction, expected to occur at the
end of March 2010, K-Tron will operate as a wholly owned subsidiary of
Hillenbrand, the holding company for funeral products company Batesville
Casket. Batesville Casket and K-Tron will operate as separate business units.

Kevin
Bowen, who will be president of K-Tron’s Process Group, and Donald Melchiorre,
who will be president of K-Tron’s Size Reduction Group, will continue to manage
their respective businesses and report directly to Kenneth Camp, Hillenbrand’s
president and CEO. Lukas Guenthardt, senior vice president of K-Tron corporate
development, will also report to Camp. Robert Wisniewski, chief financial
officer of K-Tron, will report to Cynthia Lucchese, Hillenbrand’s chief
financial officer. Edward Cloues II, K-Tron’s chairman and chief executive
officer, will be appointed to the Hillenbrand board when the merger is
completed. K-Tron’s headquarters will remain in Pitman, New Jersey.

The
closing of the merger is subject to customary terms and conditions, including
shareholder approval and the expiration or termination of the waiting period
required under the Hart-Scott-Rodino Antitrust Improvements Act.