Lund Intl Holdings to Acquire Auto Ventshade for $66 Million in Cash
5 November 1998
Lund International Holdings to Acquire Auto Ventshade for $66 Million in Cash
Combination Reinforces Lund International Holdings' Leading Position in Highly
Fragmented Truck Accessories Market
ANOKA, Minn., and LAWRENCEVILLE, Ga., Nov. 4 -- Lund
International Holdings, Inc. and Ventshade Holdings, Inc., the
parent of Auto Ventshade Company, announced jointly today an agreement in
principle under which Lund International Holdings will acquire 100% of the
capital stock of Ventshade Holdings for $66 million in cash.
Combining the complementary strengths of Auto Ventshade and Lund's Light
Truck Accessories Division will reinforce Lund International Holdings'
leadership position by creating the largest supplier of appearance accessories
to the highly fragmented light truck accessories market. The combination will
create a company with the broadest product offering in the industry. The
transaction also will allow both companies to take advantage of opportunities
for improved service and more timely, cost-effective distribution of products.
Lund International Holdings, headquartered in Anoka, Minn., will operate
Auto Ventshade as a wholly-owned subsidiary and each company will serve their
respective customers and distribution networks. Auto Ventshade's management
team led by Asa Phillips, president and CEO, will continue to run the
subsidiary. In addition, Auto Ventshade's operations will remain intact in
Lawrenceville, Ga. where Lund International Holdings anticipates making
significant investments to increase production.
Combined revenues for the twelve months ended September 30, 1998 were
approximately $165 million. The transaction, subject to regulatory approvals,
execution of definitive agreements and financing, is expected to be completed
in the middle of December.
"We are very excited about this combination. Auto Ventshade is an
outstanding company with a leading performance record for all aspects of
customer service and a tremendous reputation for producing high-quality, high-
value products on a timely basis," said Dennis Vollmershausen, president and
CEO of Lund International Holdings. "Asa Phillips, Auto Ventshade's president
and CEO, who will continue as president of the new subsidiary, has built an
outstanding management team and I look forward to working with him going
forward."
"We feel the combination of these two companies will allow us to offer a
broader product line and place us in a better position to serve our
customers," said Asa Phillips, president and CEO of Auto Ventshade.
As a part of the transaction, Harvest Partners, a leading New York private
equity investment firm, and affiliated entities have committed to invest
additional equity in Lund and will structure the financing for the
transaction. Harvest and affiliated entities originally acquired a 38.4%
stake in Lund International Holdings from founder Allan Lund in September 1997
and subsequently increased its equity interest as a part of Lund's acquisition
of Deflecta-Shield Corporation in December 1997.
"The combination of Lund International Holdings and Auto Ventshade will
support our leadership position in the fragmented $2 billion light truck
accessories market, where no other company in the markets we serve has annual
sales in excess of $100 million," said Ira Kleinman, chairman of Lund
International Holdings and a General Partner of Harvest Partners. "This
transaction is another step in Harvest's strategy to build Lund International
Holdings into the premier manufacturer and supplier of truck accessories."
Auto Ventshade Company, headquartered in Lawrenceville, Ga., is a leading
manufacturer and supplier of window shades, hood shields, light covers, and
other accessories for light trucks, SUVs and passenger cars.
Based in Anoka, Minn., Lund International Holdings is a leading designer,
manufacturer and marketer of a broad line of appearance accessories for new
and used light trucks. It is also a leading manufacturer of aftermarket and
original equipment accessories for the heavy truck market.
Harvest Partners, Inc. is a private equity investment firm which focuses
on management buyouts and growth financing of medium-sized specialty services,
manufacturing and distribution businesses. Founded in 1981, Harvest is best
known for its expertise in structuring multinational management buyouts and
for its successful platform acquisitions. Harvest currently has approximately
$600 million in capital under management from leading U.S. and multinational
institutions, such as DBAG (the private equity partner of Deutsche Bank), Asca
Brown Boveri, Volvo, banks, insurance companies, and public and private
pension funds.
Statements in this press release relating to future financial results,
ongoing company operations, the effects of the acquisition, trends and market
analysis, among others, are forward-looking statements under the Private
Securities Litigation Reform Act of 1995. These statements involve risks and
uncertainties which could cause results to differ materially from those
anticipated. Among the factors that could cause anticipated results of the
acquisition to differ materially are the following: inability to obtain
expected efficiencies, or to obtain them in a timely manner; inability to
effectively manage a larger enterprise, to integrate the two companies, or to
control costs associated with such integration. In addition, both Lund's
business and Auto Ventshade's business and operations (and anticipated
results) including the following: consumer preference changes, risk of
expansion into new distribution channels, delays in designing, developing,
testing or shipping of products, increased competition, general economic
developments and trends, developments and trends in the light truck and
automotive accessory market and increased costs. This is not an exhaustive
list and the Company may supplement this list in future filings or releases or
in connection with the making of forward-looking statements.