Accuride Corporation to Acquire Transportation
Technologies Industries, Inc.
Combined Company Expects to Become One of
the Predominant Suppliers to the Heavy/Medium
Commercial Vehicle Industry
EVANSVILLE, Ind.-- Dec. 27, 2004
-- Accuride Corporation, North America's largest
manufacturer and supplier of wheels for heavy/medium
trucks and trailers, today announced that it
has signed a definitive agreement to acquire
Transportation Technologies Industries, Inc.
(TTI), one of the largest North American manufacturers
of truck components for the heavy and medium-duty
trucking industry. The common stock of both
companies is privately held.
Upon completion of the merger, the combined
company will offer the trucking industry a one-stop
component sourcing solution and expects to become
one of the predominant suppliers to the heavy/medium
commercial vehicle industry.
Pursuant to the merger agreement, the existing
stockholders of Accuride will own 65% of the
common stock of the combined entity while the
existing stockholders of TTI will own 35% of
the common stock, with contingent stock which
could allow them to receive an additional 3%
of the common stock of the combined entity,
based upon certain performance achievements.
The transaction, which is subject to customary
closing conditions, is expected to be completed
in January 2005.
Terry Keating, Accuride's current President
and Chief Executive Officer (CEO), will serve
as President and CEO of the combined company.
"Going forward, the combined company has
the potential to be even stronger than its parts
are today," said Keating. "Accuride
and TTI are leading brand names in the industry,
with solid reputations. We expect that this
merger will lead to increased strategic opportunities
to grow our business that will benefit customers,
employees, suppliers, and the communities in
which we do business."
"We believe the excellent market positions
and management of the individual companies creates
a strong foundation for success," said
James H. Greene, Jr., a Member of Kohlberg Kravis
Roberts & Co., which has a controlling interest
in Accuride "The resulting synergies are
expected to yield increased product offerings,
enhanced financial performance, and the potential
for improved long-term growth as a true industry
leader."
As a part of the acquisition, the companies
expect that Accuride's outstanding senior bank
debt, as well as TTI's senior bank debt and
subordinated debt, will be refinanced with new
senior bank debt to be provided by a syndicate
of banks led by Citigroup Global Markets Inc.
and Lehman Brothers Inc., as joint lead arrangers
and UBS Securities LLC as documentation agent.
In addition, Accuride's subordinated indebtedness
is expected to be refinanced depending on market
conditions. Lehman Brothers acted as exclusive
financial advisor to Accuride in the proposed
acquisition.
Accuride Corporation is North America's largest
manufacturer and supplier of wheels for heavy/medium
trucks and trailers. The Company offers the
broadest product line in the North American
heavy/medium wheel industry and is the only
North American manufacturer and supplier of
both steel and forged aluminum heavy/medium
wheels. Accuride Corporation also produces wheels
for buses, commercial light trucks, pick-up
trucks, sport utility vehicles, and vans. Accuride
Corporation has steel wheel operations in Henderson,
Kentucky; London, Ontario, Canada; and Monterrey,
Mexico. Accuride has aluminum wheel operations
in Erie, Pennsylvania, and Cuyahoga Falls, Ohio.
Accuride is also involved in a commercial tire
and wheel assembly joint venture in Springfield,
Ohio. For more information, visit Accuride's
website at http://www.accuridecorp.com.
TTI manufactures truck components for the North
American heavy- and medium-duty truck industries,
including the bus and specialty vehicle markets.
TTI designs, manufactures and markets a portfolio
of truck components, including wheel-end components
and assemblies, truck body and chassis parts,
seating assemblies and other truck components.
TTI's products are marketed under its brand
names, which include Gunite, Imperial, Bostrom,
Fabco and Brillion. For more information, visit
TTI's website at http://www.tti-inc.com.
Statements contained in this news release that
are not purely historical are forward-looking
statements within the meaning of the Private
Securities Litigation Reform Act of 1995, including
statements regarding the Company's expectations,
hopes, beliefs and intentions on strategies
regarding the future and statements related
to the effect of the TTI acquisition on Accuride's
future results. It is important to note that
the Company's actual future results could differ
materially from those projected in such forward-looking
statements because of a number of factors, including
but not limited to, the ability to successfully
integrate the above described acquisition, market
demand in the commercial vehicle industry, general
economic, business and financing conditions,
labor relations, governmental action, competitor
pricing activity, expense volatility and other
risks detailed from time to time in the Company's
Securities and Exchange Commission filings.
Accuride assumes no obligation to update the
information included in this release.
Contact:
Accuride Corporation
Eva Schmitz Douglas,
Phone: 812-962-5011
Cell: 812-431-7177
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