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VVP America Reaches Agreement with SunSource to Purchase Harding Glass

11 January 2000

VVP America Reaches Agreement with SunSource to Purchase Harding Glass

    MEMPHIS, Tenn., and PHILADELPHIA, Jan. 10 -- VVP America,
Inc. has signed a letter of intent with SunSource, Inc. to
purchase its subsidiary, Harding Glass, Inc., according to a joint
announcement made today by Mark A. Burke, president and chief executive
officer of VVP America, and Maurice P. Andrien, Jr., SunSource president and
chief executive officer.
    The transaction is expected to close by March 1, subject to certain
closing conditions, including regulatory approvals.
    Regarding the agreement, Burke says, "The acquisition of Harding Glass is
consistent with VVP America's objective to grow all facets of our glass
business in the United States.  The acquisition of a quality company such as
Harding Glass provides VVP with the opportunity to expand our presence in the
glass industry."
    Andrien says, "While our Harding Glass subsidiary is a solid company with
$118 million in annual revenues, it is clearly non-strategic in relation to
the other business opportunities available to SunSource."  Andrien noted that
the intended sale will reduce the SunSource's borrowing levels and improve its
debt leverage ratios.  He also added that this action will enhance SunSource's
ability to pursue strategic initiatives centered around its core businesses.
    As a result of its proposed divestment of the Harding business, SunSource
expects to record a fourth quarter 1999 pre-tax loss on discontinued
operations of approximately $23 million, including an expected loss on the
sale of the Harding business relating to the partial write-off of goodwill.
    VVP America is involved in the distribution of flat and automotive glass,
fabrication of thick glass tabletops and retailing and installation of various
glass products.  From its headquarters in Memphis, Tennessee, VVP America
operates more than 120 fabrication, distribution, retail and contract glazing
units in 21 states, primarily in the South and West.  VVP America is a
subsidiary of Vitro Plan, S.A. de C.V., which, in turn, is a subsidiary of
Vitro, S.A. de C.V., a multi-billion-dollar North American glass company
headquartered in Monterrey, Mexico.
    Vitro's subsidiaries produce glass containers, flat glass, automotive
glass, glassware, plastic containers, aluminum cans, and household appliances
for commercial, industrial and consumer use.  Vitro's subsidiaries supply
numerous industries, including the food and beverage, construction and
automotive sectors.  Founded in 1909, Monterrey-based Vitro has strategic
alliances with leading companies around the world.  Vitro operates more than
100 facilities in eight countries, including Mexico and the United States, and
exports products to more than 70 countries worldwide.  For more information,
please access the company's Web site at http://www.vto.com.
    SunSource Inc. is one of the nation's leading providers of value-added
services and products to retail and industrial markets in North America.  In
addition to Harding Glass, the Company's Industrial Services businesses
provide parts supply, engineering and repair services throughout the U.S.,
Canada, and Mexico.  Its Kar Products subsidiary offers distribution of
maintenance and repair parts and personalized inventory management services.
Its Hillman Group subsidiary is the leading provider to hardware outlets of
merchandising systems, in-store service work and small parts such as
fasteners, letters, signs, and keys.
    This press release contains statements by SunSource that involve risks and
uncertainties and may constitute forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995.  Such statements
reflect management's current views and are based upon certain assumptions
relating to current business conditions overall.  Actual results could differ
materially from those currently anticipated as a result of a number of
factors, including risks and uncertainties discussed under the caption "Risk
Factors" set forth in Item 1 of the Company's Annual Report on Form 10-K for
the year ended December 31, 1998, as filed with Securities and Exchange
Commission.  Given these uncertainties, current or prospective investors are
cautioned not to place undue reliance on any such forward-looking statements
to reflect future events or developments.  For more information on the
Company, please visit its website at http://www.prnewswire.com/comp/115271.html.