SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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) January 7, 1999
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Lund International Holdings, Inc.
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-16319 41-1568618
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(State or Other Jurisdiction of (Commission File Number) (IRS Employer
Incorporation) Identification No.)
911 Lund Boulevard, Anoka, MN 55303
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code 612.576.4200
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
Reference is made to the Press Release issued by Lund International
Holdings, Inc. (the "Company") on January 7, 1999, and attached hereto as an
Exhibit, relating to the execution by the Company of a definitive purchase
agreement to purchase all of the capital stock of Smittybilt, Inc.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) EXHIBITS.
99.1 Press Release, dated January 7, 1999.
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SIGNATURES
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.
LUND INTERNATIONAL HOLDINGS, INC.
Date: January 8, 1999 By /s/ Ronald C. Fox
Ronald C. Fox
Its Chief Financial Officer
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EXHIBIT INDEX
99.1 Press Release, dated January 7, 1999.
Contacts:
For Lund International Holdings, Inc.
Dennis Vollmershausen/Ronald Fox
(612) 576-4200
LUND INTERNATIONAL HOLDINGS TO ACQUIRE
SMITTYBILT, INC. FOR $18 MILLION IN CASH
COMBINATION REINFORCES LUND INTERNATIONAL'S LEADING POSITION IN
HIGHLY FRAGMENTED TRUCK ACCESSORIES MARKET
ANOKA, Minnesota, January 7, 1999 -- Lund International Holdings, Inc., (NASDAQ:
LUND), announced today it has entered into a definitive purchase agreement to
acquire 100% of the capital stock of Smittybilt, Inc. for $18 million in cash.
Smittybilt, located in Corona, California, is a leading manufacturer of tubular
accessory products for the light truck market. The transaction, subject to
regulatory approvals, is expected to be completed in January 1999.
"The acquisition of Smittybilt is another step in our strategy to support Lund's
leadership position in the highly fragmented light truck accessories market. The
addition of Smittybilt significantly broadens our product line for the light
truck market with some of the most popular appearance products in our industry
- -- tubular steps, brush guards, bumpers and nerf bars. Smittybilt, along with
our December 1998 acquisition of Auto Ventshade for $66 million, clearly
establishes Lund International as the market leader for light truck appearance
accessories," stated Dennis W. Vollmershausen, President and CEO of Lund
International Holdings, Inc.
Tom Smith, President and CEO of Smittybilt, will stay with the company to assist
during the ownership transition.
As part of the Smittybilt transaction, Harvest Partners, a leading New York
private equity investment firm, BancBoston Capital, Liberty Mutual Insurance
Company and affiliates of Massachusetts Mutual Life Insurance Company, will
invest $5 million in additional equity in Lund through a private placement. Lund
also expanded its existing senior bank credit facility, led by Heller Financial,
Inc., to provide additional financing of $9.5 million. Affiliates of
Massachusetts Mutual Life Insurance Company and National City Venture
Corporation will provide $5 million in the form of subordinated debt and
warrants.
Based in Anoka, Minnesota, Lund International Holdings is a leading designer,
manufacturer and marketer of a broad line of appearance accessories for new and
used light trucks. It is also a leading manufacturer of aftermarket and original
equipment accessories for the heavy truck market.
STATEMENTS IN THIS PRESS RELEASE RELATING TO ONGOING COMPANY OPERATIONS, THE
EFFECTS OF THE ACQUISITION, TRENDS AND MARKET ANALYSES, AMONG OTHERS, ARE
FORWARD-LOOKING STATEMENTS UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995. THESE STATEMENTS INVOLVE RISKS AND UNCERTAINTIES WHICH COULD CAUSE RESULTS
TO DIFFER MATERIALLY FROM THOSE ANTICIPATED. AMONG THE FACTORS THAT COULD CAUSE
ANTICIPATED RESULTS OF THE ACQUISITION TO DIFFER MATERIALLY ARE THE FOLLOWING:
INABILITY TO OBTAIN EXPECTED EFFICIENCIES, OR TO OBTAIN THEM IN A TIMELY MANNER;
INABILITY TO EFFECTIVELY MANAGE A LARGER ENTERPRISE, TO INTEGRATE THE COMPANIES,
OR TO CONTROL COSTS ASSOCIATED WITH SUCH INTEGRATION. IN ADDITION, BOTH LUND'S
AND SMITTYBILT'S BUSINESS AND OPERATIONS (AND ANTICIPATED RESULTS) INCLUDE THE
FOLLOWING RISK FACTORS: CONSUMER PREFERENCE CHANGES, RISKS OF EXPANSION INTO NEW
DISTRIBUTION CHANNELS, DELAYS IN DESIGNING, DEVELOPING, TESTING OR SHIPPING NEW
PRODUCTS, INCREASED COMPETITION, GENERAL ECONOMIC DEVELOPMENTS AND TRENDS,
DEVELOPMENTS AND TRENDS IN THE LIGHT TRUCK AND AUTOMOTIVE ACCESSORY MARKET, AND
INCREASED COSTS. THIS IS NOT AN EXHAUSTIVE LIST AND THE COMPANY MAY SUPPLEMENT
THIS LIST IN FUTURE FILINGS OR RELEASES OR IN CONNECTION WITH THE MAKING OF
FORWARD-LOOKING STATEMENTS.
