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Simpson Industries Agrees to be Acquired By Investor Group

29 September 2000

Simpson Industries Agrees to be Acquired By Investor Group Led by Heartland Industrial Partners

    PLYMOUTH, Mich., Sept. 29 Simpson Industries, Inc.
announced today that it entered into a definitive agreement
with an affiliate of Heartland Industrial Partners, LP, which will result in a
merger between Simpson Industries and the Heartland affiliate.  Under the
terms of the agreement, each shareholder of Simpson is expected to receive
$13.00 in cash per share at the closing.  The value of the transaction,
including the assumption of debt, is estimated to be approximately
$350 million.
    The Simpson Board of Directors has unanimously approved the agreement.
The Board of Directors was advised by PaineWebber Incorporated and by Dykema
Gossett, PLLC, as legal counsel.
    The merger is subject to certain conditions including the completion of
financing and the approval by a majority of the shareholders of Simpson
Industries, Inc.  The transaction is being financed with the equity
contributions from Heartland Industrial Partners, LP, and other co-investors.
Debt financing commitments have been provided by The Chase Manhattan Bank and
Credit Suisse First Boston.
    "This merger clearly maximizes value for our shareholders and creates
substantial growth opportunities for our business and employees," said Roy E.
Parrott, Chairman and CEO of Simpson Industries.  "Heartland is an ideal
partner for Simpson Industries given their resources, vision for the business
and understanding of the industry," added Mr. Parrott.
    "Acquiring Simpson is the logical next step for Heartland in pursuing our
strategy of assembling a full services provider of engineered metal products
for automotive and industrial customers," explained David A. Stockman, Senior
Managing Director of Heartland.
    "Simpson is one of the most respected suppliers in the automotive
industry," said Timothy D. Leuliette, another Senior Managing Director of
Heartland.  "Simpson's strengths in design, development, machining and
assembly of metal parts will be a critical enhancement to the capabilities we
plan to bring together in our metal forming platform."
    Heartland had separately announced on August 2, 2000 that it had reached
an agreement to lead an equity investor group (including CFSB Private Equity)
that will acquire control of MascoTech, Inc.  MascoTech is a diversified
manufacturing company with world-leading metal forming process capabilities
and proprietary product positions serving transportation, industrial and
consumer markets.