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Ford Reaches Agreement to Buy Automobile Protection Corporation

11 June 1999

Ford Motor Company Reaches Agreement to Buy Automobile Protection Corporation

    DEARBORN, Mich., June 10 -- Ford Motor Company and
Automobile Protection Corporation (APCO) , a premier all-makes
extended service contract provider, have reached a definitive agreement for
Ford to acquire APCO for $13.00 per share in cash.
    APCO's core business is the marketing and administration of the
EasyCare(R) Certified Pre-Owned Vehicle Merchandising Program and EasyCare
Vehicle Service Contracts, sold primarily through car and truck dealerships.
APCO also administers warranty and service contract products under private
labels.
    "APCO is a nationally recognized company that has earned a top-tier
position in the all-makes extended service contract market," said Mike Jordan,
vice president, Ford Customer Service Division (FCSD).  "We're pleased to add
EasyCare to Ford Motor Company's portfolio of brands.
    "This acquisition is directly aligned with Ford's goal of becoming the
leading consumer company that provides automotive products and services, and
it represents another significant step in FCSD's efforts to become the number
one aftersales and service operation in the world."
    Headquartered in Atlanta, Georgia, APCO has 200 employees.  The company
will retain its current officers, employees and independent sales
representatives.
    "APCO has a highly skilled and nimble management team with an outstanding
track record of growth, effective operating systems and best-in-class customer
service," Jordan said.  "And APCO's leaders demonstrate the new
entrepreneurial spirit taking hold at Ford."
    Ford Motor Company has agreed to commence a tender offer for all of the
outstanding shares of APCO common stock at a purchase price of $13.00 per
share.  The total amount of the tender offer is approximately $180 million.
    This transaction is subject to regulatory approval and the valid tender of
a majority of APCO's shares, as well as other customary conditions.  The
directors of APCO are unanimously recommending that all APCO shareholders
accept Ford's offer.  APCO's founders and largest shareholders, Martin Blank
and Larry Dorfman, have agreed to tender their shares and support the
transaction.
    "The proposed merger with Ford Motor Company represents good value for our
stockholders, outstanding marketing opportunities for our agents, security for
our employees and strong growth opportunities for both companies," said Larry
Dorfman, president and chief executive officer of APCO.
    "Being able to operate independently while having the full backing of Ford
will place us in a unique and favorable position in the marketplace," Dorfman
continued.  "We will continue to operate the way we do today, and will serve
present and future clients with the same industry-leading level of service we
have become known for."
    Ford Motor Company is the world's second largest automaker.  Its
automotive brands include Aston Martin, Ford, Jaguar, Lincoln, Mazda, Mercury
and Volvo.  Its automotive-related services include Ford Credit, Quality Care,
Hertz and Visteon Automotive Systems.