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EXHIBIT 99.1
PRESS RELEASE OF ATRIUM COMPANIES, INC. DATED OCTOBER 26, 2000
Contact: Jeff Hull
President
Atrium Companies, Inc.
(214) 630-5757
ATRIUM COMPANIES, INC. ANNOUNCES COMPLETION OF THE
ACQUISITION OF ELLISON
DALLAS, October 26 /PRNewswire/ -- Atrium Companies, Inc.
("Atrium"), a leading manufacturer and distributor of residential windows and
patio doors, today announced it has completed the acquisition of the stock of
Ellison Extrusion Systems, Inc. and substantially all of the operating assets
of The Ellison Company, Inc.'s Windows and Doors Division (hereinafter
collectively referred to as "Ellison"). The transaction is valued at
approximately $125.3 million. The combination makes Atrium the largest
non-wood window and patio door manufacturer in the United States, based on
unit sales, with revenues of approximately $500 million and over 4,000
employees operating in more than 50 facilities nationwide.
Ellison is a leading integrated extruder and fabricator of vinyl
windows and is based in Welcome, North Carolina. Ellison serves both the
replacement and new construction markets in the East, Southeast and Midwest
utilizing a multi-brand strategy. As one of the largest vinyl window
producers in the Southeast and one of the few vertically-integrated window
manufacturers in the country with its own vinyl extrusion operations, Ellison
enjoys a leading position in the market with national, as well as, regional
customers.
The transaction was comprised of approximately $98 million of
cash and $27.3 million of Atrium's parent holding company stock. The cash
portion of the purchase price and fees and expenses of $9.5 million were
funded through a combination of debt and new equity, including $26 million of
new equity from Atrium's current equity sponsors, $36.5 million of Senior PIK
Notes issued by Atrium's parent and contributed to Atrium as equity, $24
million from the previously announced divestiture of Atrium's Wing
Industries, Inc. and Patio Door assets and $21 million of senior debt
borrowed from Atrium's current senior facility. As part of the transaction,
John Ellison Jr., Chairman of The Ellison Company, Inc., became a stockholder
in the combined company and a member of the Board of Directors of Atrium
Companies, Inc.
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Frank E. Sheeder, Atrium's Chief Executive Officer noted "not
only does Ellison contribute geographic expansion and state-of-the-art
facilities to Atrium, but it also further strengthens Atrium with an
outstanding management team." Jeff L. Hull, Atrium's President adds, "we have
spent a significant amount of time assessing the combination of Ellison with
Atrium and the outstanding management team that Ellison brings to Atrium and
we are very excited about the prospects and opportunities that such a
complimentary combination brings to us". Daniel T. Morley, Chairman of Atrium
and President of one of Atrium's equity sponsors, Ardshiel, Inc., also noted,
"We are very pleased with the opportunity to bring the resources of Atrium
together with Ellison, but we are also pleased that we have been able to
structure the transaction not only to consummate the acquisition but also to
strengthen our balance sheet through reduced leverage."
Atrium, based in Dallas, Texas will hold a conference call
Friday, October 27th at 10:00 a.m. CDT to discuss the completion of this
acquisition. The call-in number is 800-288-8967 and reference the Atrium
conference call.
Statements in this press release, other than statements of
historical information, are forward-looking statements that are made pursuant
to the safe harbor provisions of the Private Securities Litigation Reform Act
of 1995. Investors are cautioned that forward-looking statements are
inherently uncertain. Actual performance and results may differ materially
from those projected or suggested herein due to certain risks and
uncertainties including, without limitation, the risks associated with the
ability to consummate the transactions set forth above, as well as operating
risks. Those and other risks are described in Atrium's filings with the
Securities and Exchange Commission (the "SEC") made over the last 12 months,
copies of which are available from the SEC or may be obtained upon request
from Atrium.
