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Questor Partners Fund Sells AP Automotive Systems to Faurecia

17 November 1999

Questor Partners Fund Sells AP Automotive Systems to Faurecia, A Leading Global Automotive Supplier

      France-based Faurecia Boosts Share of OEM Exhaust System Business;
                      Questor Completes Turnaround of AP

    SOUTHFIELD, Mich., Nov. 16 -- Questor Partners Fund I, L.P.,
announced today that it had reached an agreement to sell AP Automotive Systems
to Faurecia, a leading French-based automotive supplier created in 1998 by the
merger of Bertrand Faure and PSA Peugeot Citroen's ECIA subsidiary.
    Total value of the transaction, including cash and Faurecia's assumption
of AP debt, is more than $300 million.  AP Automotive will continue to operate
under current management, which has been instrumental in the turnaround of the
U.S. company's operations in the past four years.  Terry Bernander, president
and CEO of AP and the executive who directed the company's turnaround, will
continue to head the AP operations.
    "There is a touch of nostalgia in the sale of AP, since the business
represents Questor's first investment.  But our experience with AP has been
particularly rewarding, because it is a showcase for the turnaround expertise
that characterizes the Questor funds," said Jay Alix, co-founder and managing
principal of Questor.
    "We acquired Tube Products, a distressed company, turned it around, then
acquired AP Parts, an underperforming company, integrated the two and created
a global automotive systems supplier," Alix said.  "Today, AP Automotive
Systems is a world class company that has steadily increased its penetration
of the OEM market.  While other large corporations, both in the U.S. and
abroad, expressed interest in purchasing AP, Faurecia provides the best
strategic fit for AP's employees and customers.
    "The addition of AP's production capabilities ideally complements
Faurecia's technology and R&D strengths," Alix added.  "AP bolsters Faurecia's
exhaust systems sector, increases that company's presence in the North
American market and broadens its customer base to include most of the world's
leading auto and light truck manufacturers.
    "Terry and his team have done an excellent job of transforming AP into a
full systems supplier with global reach."  In the past four years, AP has
demonstrated that it can win business from the world's leading automakers, and
that it can deliver quality systems on time and on budget.  When combined with
Faurecia's existing exhaust system business, a global powerhouse with
exceptional management, production expertise and technology know-how will be
created to meet the needs of the world's auto industry well into the next
century."
    AP Automotive, headquartered in Toledo, Ohio, has annual sales of over
$500 million and a list of customers that includes General Motors, Ford,
DaimlerChrysler, Volkswagen, Volvo and Kia.  The company has plants in Toledo,
Troy, and Franklin, Ohio; Louisville, Kentucky; Granger, Indiana; Torsas,
Sweden; and Roermond, The Netherlands.  Research, development and testing
centers are in Toledo and Torsas.
    Questor was founded in 1995 by Alix, founder of Jay Alix & Associates, the
nation's leading turnaround and crisis management firm, and Dan Lufkin,
co-founder of Donaldson, Lufkin & Jenrette.  Questor's other principals
include Robert E. Shields, Henry L. Druker, Wallace L. Rueckel and Michael
Madden.
    In addition to AP Automotive Systems, the portfolio of Questor Partners
Fund I includes Schwinn Cycling & Fitness Inc., Boulder, Colorado; Channel
Master, Inc., Smithfield, North Carolina; PathSOURCE, Inc., Port Chester, New
York; and a substantial interest in IMPCO technologies, Inc., Cerritos,
California.  In 1998, Questor Partners Fund sold its Ryder TRS to Budget
Group, Inc., and sold its stake in Ockham Personal Insurance Holdings, PLC,
back to the parent of that London-based company.
    On August 26, 1999, Questor launched its $860 million Questor Partners
Fund II with the pending acquisition of a substantial interest in Aegis
Communications Group, Inc., Irving, Texas, an integrated marketing services
company with a blue-chip client base.
    Questor Management Company, based in Southfield, Michigan, manages the
Questor Partners Funds, which have more than $1 billion of committed equity
capital.  The funds' objective is to acquire significant positions in
companies that are underperforming, troubled, or have not met their owners'
expectations, but offer the potential for superior returns with the
application of appropriate levels of capital and turnaround or management
expertise.