O'Reilly Automotive Announces Purchase of Mid-State Automotive Distributors, Inc.

    SPRINGFIELD, Mo.--Aug. 9, 2001--O'Reilly Automotive, Inc. ("O'Reilly") today announced that it has entered into a definitive agreement to purchase all of the outstanding stock of Mid-State Automotive Distributors, Inc. ("Mid-State"), headquartered in Nashville, Tennessee.
    Under the terms of the agreement, O'Reilly will purchase all of the outstanding stock of Mid-State for $19.5 million in cash and assume approximately $26.7 million in debt. The transaction is subject to the approval of the shareholders of Mid-States PLC, the holding company of Mid-State, and other customary closing conditions. The transaction is expected to close October 1, 2001.
    Mid-State operates 85 stores and four distribution centers in Indiana, Kentucky, Tennessee, Mississippi, Alabama, Florida and Georgia. 2001 revenues are expected to be approximately $122 million. Mid-State has been in business for 33 years and has a strong wholesale hard parts background and independently owned jobber store business upon which O'Reilly can build both retail and professional installer business. Mid-State's independent jobber store business represents approximately half of its total volume. The acquisition will expand O'Reilly's presence to sixteen contiguous states.
    While Mid-State's average company-owned store, at an approximate annual volume of $.6 million, is substantially smaller than O'Reilly's current store base, O'Reilly is very excited about the great new markets in which these stores operate, in addition to the growth opportunities in the retail business, while continuing to grow the professional installer business as well.
    David O'Reilly, Co-Chairman and Chief Executive Officer of O'Reilly, stated: "The Mid-State operation will be a great addition to our company. We are excited about the opportunities this acquisition gives us as we enter new states and add approximately 1,100 great team members to the O'Reilly team."
    Roger McCabe, President and Chief Executive Officer of Mid-State, commented: "We are pleased to be announcing our agreement with O'Reilly Automotive. We believe that by being a part of the larger O'Reilly organization our company's opportunity to compete in today's challenging marketplace will be greatly enhanced."
    O'Reilly will add approximately 200 new stores for 2001, including the new stores from the Mid-State acquisition. The company does not anticipate any changes to the consensus earnings estimates for 2001 as a result of this transaction.
    O'Reilly Automotive is one of the largest specialty retailers of automotive aftermarket parts, tools, supplies, equipment and accessories in the United States, serving both the do-it-yourself and professional installer markets. Founded in 1957 by the O'Reilly family, the company operated 732 stores within the states of Texas, Missouri, Oklahoma, Kansas, Iowa, Arkansas, Louisiana, Nebraska and Illinois as of June 30, 2001.

    Certain statements contained in this press release are forward-looking statements. These statements discuss, among other things, expected growth, store development and expansion strategy, business strategies, future revenues and future performance. These forward-looking statements are subject to risks, uncertainties and assumptions, including, but not limited to, competition, product demand, the market for auto parts, the economy in general, inflation, consumer debt levels, governmental approvals, our ability to hire and retain qualified employees and the weather. Actual results may materially differ from anticipated results described in these forward-looking statements. Please refer to the Risk Factors sections of the Company's Form 10-K for the year ended December 31, 2000, for more details.