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Colonel's Acquires Four Companies, Expands Presence in Truck/SUV Market; German Named President

31 March 1998

Colonel's Acquires Four Companies, Expands Presence in Truck/SUV Market; German Named President

    MILAN, Mich., March 31 -- The Colonel's International, Inc.
, a manufacturer, distributor and retailer of automotive and
light truck parts and accessories, announced today that it had reached an
agreement in principle to purchase privately held Rugged Liner, Inc., Triad
Management Group, Inc., Aerocover, Inc. and Ground Force, Inc.
    Terms of the transaction were not disclosed.
    Commenting on the proposed transaction, Richard Schoenfeldt, executive
vice president of The Colonel's, said that "it is rare in our industry that
one has the opportunity to find and acquire a business where there is mutual
benefit."
    It was also announced that Mark German, 42, founder, and president of the
four companies The Colonel's is acquiring, would become president of The
Colonel's and a member of its Board of Directors.
    Mr. Schoenfeldt noted that "there are few people in our sector of the
automotive industry that have more experience, leadership qualities, foresight
or successful ventures to their record than Mark German."
    Rugged Liner manufactures and markets aerocover truck bedcovers, over and
under rail non-skid bedliners, rugged liner bedmats, floor and cargo shields
and sport utility protective products.  Ground Force manufactures suspension
handling products for light trucks and sport utility vehicles, while Aerocover
manufactures a unique tonneau cover for truck bedliners.
    The Colonel's manufactures, distributes and retails such accessories as
truck bedliners, tonneau covers and caps and shields.  It has 28 facilities in
13 states from which it distributes to its own stores as well as other truck
accessory retail outlets.
    According to published sources, the light truck/sports utility vehicle
sector of the market today accounts for more vehicles on the road than
passenger cars.  The Colonel's is focused on serving the needs of this market
nationwide.
    Consummation of the transaction is subject to due diligence and the
execution of a definitive agreement, the approval of all regulatory agencies
and other conditions typical for a transaction of this nature.
    The Colonel's, which only entered the truck accessories market two years
ago, is believed to be the nation's third-largest bedliner producer, while
Rugged Liner is believed to be fourth.
    John Carpenter, president of The Colonel's Track Accessories division
stated that "the acquisitions will substantially strengthen the product lines
with applications that are not presently available through The Colonel's.
    "Further, the emerging entity will not only be competitive, but, we think,
that in the final analysis, it is the consumer who is going to benefit because
of better products and better service."
    In recent months, The Colonel's has acquired five sales retail/wholesale
outlets in California, four in Pennsylvania and one each in Illinois,
Tennessee, Maryland, Virginia, West Virginia, North Carolina and Michigan.
Rugged Liner markets internationally in 30 countries and has supply contracts
with Autozone, General Motors, Ford Motor Company, Toyota, Nissan, Mitsubishi
and American General.
    Rugged's facilities will add an estimated 15 percent to The Colonel's
manufacture capacity and along with Rugged's innovative rapid tool change
system, will enhance and expand the combined effort's manufacturing
operations.
    Mr. German has spent more than 24 years in the light truck accessory
business.  He founded his first company in 1973 while still a student at Penn
State University.  Since then he has launched six companies in the retailing,
telemarketing, manufacturing and exporting for the light truck market.
    Earlier this year, The Colonel's acquired Eastern Off-Road Equipment,
Inc., a retailer founded by Mr. German.  A prolific inventor of automotive
accessories, Mr. German holds three patents.
    The Colonel's International, Inc. is a holding company for three wholly
owned subsidiaries:  The Colonel's, Inc. based in Milan, Michigan,
manufactures and distributes plastic bumpers and facias to the aftermarket
industry; The Colonel's Truck Accessories, Inc., based in Owosso, Michigan,
manufactures bedliners, caps, tonneau covers and other truck accessory
products; and Brainerd International Raceway, Inc. which owns and operates a
multi-purpose motor sports facility located in Brainerd, Minnesota.
    This news release includes certain statements that may be considered
forward looking under the Private Securities Litigation Reform Act of 1995.
These statements are subject to a number of important risks and uncertainties
that could cause the contemplated transactions not to occur.

SOURCE  Colonel's International, Inc.