The father-and-son owners of Baltimore-based Dryden Oil Co. announced yesterday that they have agreed to sell the nearly 100-year-old manufacturer of industrial lubricants to Castrol Inc., a Wayne, N.J., subsidiary of a British company, Burmah Castrol PLC.
The sale, for an undisclosed amount, will leave Dryden President Lindsay Dryden III with operating control of the company, which employs about 450 people in 17 locations around the Eastern United States, Mr. Dryden said yesterday.
About 250 people work at Dryden's Baltimore headquarters buildings in the 9200 block of Pulaski Highway. The company's revenues were about $100 million last year, said Mr. Dryden, who, with his father, Lindsay Dryden Jr., owns all of the company's stock.
Mr. Dryden had been presented with various acquisition proposals over the years, he said, but accepted Castrol's all-cash offer because "I wanted to remain independent and I wanted to run my own show." He said that Dryden, which manufactures lubricants under the Drydene brand name for construction and industrial engines and vehicles, will present Castrol's management team with a national expansion plan that could not be carried out with Dryden's resources alone.
Mr. Dryden said that he began seriously considering acquisition offers he was receiving "when I realized that what I really wanted to do was grow the company, and when I realized I couldn't take it national with the resources I had." He said that Legg Mason Inc. helped advise Dryden and structure the acquisition.
Dryden and Castrol stressed that the merger will strengthen both companies, which are in different segments of the lubricants market. Castrol markets petroleum products for light industrial uses, for metalworking and for automobiles. Dryden's strength is in heavy industrial lubricants.
"For them to develop the heavy-duty segment of the business would've taken them years and tremendous amounts of money," said Mr. Dryden, 45. Dryden's main competitors are the major oil companies, which have heavy lubricant divisions, he said.
"We see Dryden Oil as a key part of a Castrol's long-term growth strategy," said Thomas Crane, president and chief executive of Castrol Inc. "It fills a major gap in Castrol's lubricants portfolio."
Mr. Dryden said that he has an employment contract with Castrol for between three and five years -- and an agreement with Mr. Crane that he can stay "as long as I am happy and as long as it's still fun for me."
Mr. Dryden joined the company, which his great-grandfather started in 1893, soon after a fire destroyed Dryden's West Baltimore headquarters in June 1976. It was the third fire in two months. Less than five months later a 30-ton freight train car, carrying 100 tons of corn kernels, rolled down an embankment and landed on the roof of the company's Braddish Avenue building. Mr. Dryden soon moved the company to U.S. 40 in East Baltimore.
In 1981, the company started adding facilities in an expansion that ultimately grew to 17 locations, including six manufacturing plants. Dryden's facilities are in Maryland, Pennsylvania, Michigan, Massachusetts, New York and various Southern states.