Coachmen Industries to Acquire Miller Building Systems
23 August 2000
Coachmen Industries to Acquire Miller Building Systems
ELKHART, Ind., Aug. 23 Coachmen Industries, Inc.
, the nation's largest producer of modular housing and a leading full line
producer of recreational vehicles, and Miller Building Systems, Inc. (OTC:
MBSI), one of the nation's premier manufacturers of commercial modular
buildings, announced today that they have agreed that Coachmen will acquire
all the outstanding common stock of Miller by tender of $8.40 in cash per
share, plus an additional $.30 upon the satisfaction of certain conditions by
Miller.
This acquisition is another step forward in Coachmen Industries' strategic
plan to leverage its core businesses and to expand its interests in modular
construction.
Miller, founded in 1982, specializes in commercial modular structures,
just completed its 2000 fiscal year with record sales of $71 million. Much of
Miller's growth is attributable to its leadership in modular structures for
the telecommunications industry and its customers include Nextel, AT&T,
Motorola, and Bell Atlantic.
In addition to its participation in the rapidly growing telecom industry,
Miller is also a leader in commercial modular structures serving a broad
customer base. Miller operates from five manufacturing locations in the
continental United States providing a broad reach in both telecommunications
and commercial applications. Its unique lightweight, non-combustible modular
structures position Miller to capture future growth in the education, assisted
living and health care sectors.
"This acquisition fits very well with our strategic growth plan and
leverages our core competencies in recreational vehicle and modular
manufacturing," said Claire C. Skinner, Chairman and CEO of Coachmen. "Our
manufacturing and engineering processes are compatible, and the synergistic
and expansion opportunities will benefit the combined entities going forward."
"Joining Coachmen will enable Miller to continue its growth by expanding
our commercial modular interests into new areas. Our Board of Directors
unanimously approved this sale to Coachmen because of the growth
opportunities, as well as Coachmen's financial strength, well established
values and commitment to its customers and employees," noted Edward C. Craig,
Miller's Chairman and CEO.
Under the agreement, Miller's current management team will remain in
place, as will the company's approximately 500 employees. "Miller, known for
its quality and innovative products, has a proven, successful management team
and a well trained, dedicated workforce," Skinner said. "Miller was named one
of the 'America's Best 200 Small Companies' by Forbes magazine in 1999 which
is a great combination with Coachmen's distinction as a member of Forbes
Platinum 400 list. We are excited to have the Miller employees joining
Coachmen and welcome their contributions toward achieving our strategic plan."
This is the second expansion by Coachmen of the modular business this
year. In June, Coachmen acquired all of the outstanding shares of Mod-U-Kraf,
Inc., a modular home and special products manufacturer headquartered in of
Rocky Mount, Virginia.
This release contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Investors are cautioned not
to place undue reliance on forward-looking statements, which are inherently
uncertain. Actual results may differ materially from that projected or
suggested due to certain risks and uncertainties including, but not limited to
the potential fluctuations in the Company's operating results, the
implementation of its enterprise-wide software, the availability and pricing
of gasoline, the Company's dependence on chassis suppliers, interest rates,
competition, government regulations, legislation governing the relationships
of the Company with its recreational vehicle dealers and other risks
identified in the Company's SEC filings.