Uni-Select completed the purchase of FinishMaster, the largest
independent
distributor of automotive paints, coatings and accessories
(PBE) in the
United States. The acquisition was based on a purchase price of
approximately $210 million, including the assumption of an
estimated net
debt of $45 million.
Each holder of issued and outstanding shares of FinishMaster
was entitled to
receive $21 per share, representing a premium of approximately
32 percent to
the 30-day trailing average share price of FinishMaster on the
OTC Market
Pink Sheets before the announcement of the transaction.
Through this deal, Uni-Select has become the largest
independent distributor
of automotive paints, coatings and related accessories in North
America,
with an expanded footprint in the U.S. market. Headquartered in
Indianapolis, Ind., FinishMaster has an estimated 15 percent
market share of
the approximately $2.7 billion U.S. PBE industry.
For the 12-month period ending Sept. 30, 2010, FinishMaster
recorded $415
million in sales and $26 million in EBITDA. The assets and
operations
acquired by Uni-Select increase the company's total U.S.
presence to 35
states, with expected combined North American sales of
approximately $1.8
billion. The deal also creates a growth platform by expanding
Uni-Select's
product offering at its U.S. locations, improving the quality
and breadth of
its PBE products and presenting a range of cross-selling
opportunities and
operational efficiencies, the company said. FinishMaster's
operations will
continue to be managed by its existing executive team.
"Uni-Select is in a significant period of growth as we continue
to execute
our five-year strategic plan. Our focus is on expanding our
operations in
the U.S. market and the acquisition of FinishMaster was truly a
landmark
transaction," said Richard G. Roy, president and CEO of Uni-
Select. "We have
reinforced our U.S. growth platform, and are eager to leverage
the knowledge
and expertise of the FinishMaster executive team as we continue
to pursue
initiatives that create value for shareholders."
PAGE 2Uni-Select finalizes $503.5 million refinancing
agreement
Uni-Select also announces the closing of new unsecured credit
facilities for
a five-year term comprised of a $200 million long-term facility
and a $200
million revolving credit facility. These new credit facilities
replace
Uni-Select's facilities that were due to be renewed within a
year. These
credit facilities are in addition to the previously announced
equity
offering of $51.8 million of subscription receipts for common
shares and
$51.8 million of convertible unsecured subordinated debentures
underwritten
by a group of underwriters led by National Bank Financial, each
fully
subscribed including the overallotments.
A portion of the proceeds was used to finance Uni-Select's
acquisition of
FinishMaster. The remainder of the credit will be used to
finance
Uni-Select's working capital and ongoing business
development.
"The impressive scale of our refinancing agreement is a
reflection of both
our successful track record and future potential to generate
cash flow,"
said Denis Mathieu, vice president and chief financial officer
of
Uni-Select.
