SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
March 4, 1996
EXCEL INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Indiana 1-8684 35-1551685
(State of (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
1120 North Main Street 46514
Elkhart, Indiana (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code (219) 264-2131
N/A
(Former name or former address, if changed since last report)
Item 5. Other Events.
On March 4, 1996, the registrant signed a definitive agreement
pursuant to which it has agreed to purchase all the common shares
of Anderson Industries, Inc., a Rockford, Illinois holding company
whose main asset is Atwood Industries, Inc., an automotive and
recreational vehicle OEM supplier. The two companies have signed
a definitive purchase agreement, and subject to the expiration of
any waiting periods under the Hart-Scott-Rodino Antitrust
Improvements Act of 1976, the transaction is expected to close in
late March or early April 1996. The purchase price is $57,836,000
in cash and five-year warrants for 381,000 Excel common shares
exercisable at $13.25 per share.
Item 7. Financial Statements and Exhibits
Exhibit 99 - Press Release
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
EXCEL INDUSTRIES, INC.
Date: March 5, 1996
By: /s/ Joseph A. Robinson
Joseph A. Robinson, Secretary,
Treasurer and Chief Financial Officer
EXHIBIT INDEX
Exhibit Page
Number Description Number
Exhibit
99 Press Release
EXHIBIT 99
for release: IMMEDIATE
date: MARCH 4, 1996
contact:
NEWS RELEASE
EXCEL INDUSTRIES
TO ACQUIRE
ANDERSON INDUSTRIES, INC.
ELKHART, Ind., Mar. 4--Excel Industries, Inc. (NYSE:EXC) today said
it has agreed to purchase all the common shares of Anderson
Industries, Inc., a Rockford, Ill. holding company whose main asset
is Atwood Industries, Inc., an automotive and recreational vehicle
OEM supplier. The two companies have signed a definitive purchase
agreement, and subject to approval by the Department of Justice the
transaction is expected to close in late March or early April 1996.
The purchase price was not disclosed.
James O. Futterknecht, Jr., Chief Executive of Excel, said
that the acquisition of Atwood Industries expands Excel's product
lines, increases vehicle content to current customers, and adds new
customers. "Atwood, which is a long-time supplier to our markets,
complements Excel's strengths," Futterknecht said. "It
substantially increases opportunities with the recreational vehicle
industry, and it provides new products in the automotive business.
Furthermore, it expands our injection molding customer base and
broadens those capabilities."
Atwood manufactures gas ranges, water heaters, furnaces, air
conditioners, fifth-wheel systems, seat hardware and other products
for the RV, manufactured housing and other non-automotive vehicular
markets. It is the largest domestic manual seat track supplier and
second-largest door hinge supplier to the car and truck markets.
Atwood also makes injection-molded plastic parts for the automotive
and consumer electronics markets.
"This acquisition meets our stated goal of broadening our
customer base and adding new products in areas of existing
technical strength," Futterknecht said. "In the RV sector, it
also expands product offerings to several of our biggest
customers." He added that two-thirds of Atwood's automotive
business is with Chrysler and General Motors. "As we advised in
the past, our automotive marketing plan has been to achieve good
customer balance in new programs," Futterknecht said, "and Atwood
helps us meet that objective."
Futterknecht indicated that Atwood will boost budgeted 1996
revenue for Excel to about $900 million dollars. Atwood's sales
have grown ten percent annually since 1985 and are expected to be
approximately $375 million this year. Atwood Industries employs
about 3,700 people at thirteen plants in the Untied States, one
plant in Mexico and one plant in Italy.
Excel Industries is the leading independent designer,
manufacturer and supplier of window and door systems to the
combined automobile, light truck and van, bus, heavy truck and
recreational vehicle markets in North America.
For Further Information:
COMPANY CONTACT: CHICAGO:
Joseph A. Robinson William C. Schall
Secretary/Treasurer 3023 N. Clark St. - #210
219/264-2131 312/281-4727
[You can obtain recent investor communications, such as shareholder
reports and news releases, by fax from Excel. Call 219/262-9961,
ext. 555 and follow recorded instructions.]