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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Date of report (Date of earliest event reported): September 15, 1999
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AFTERMARKET TECHNOLOGY CORP.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 0-21803 95-4486486
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(State or Other Jurisdiction of (Commission (I.R.S. Employer
Incorporation or Organization) File Number) Identification No.)
One Oak Hill Center, Suite 400, Westmont, IL 60559
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (630) 455-6000
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AFTERMARKET TECHNOLOGY CORP.
FORM 8-K
ITEM 5. OTHER EVENTS.
On September 15, 1999, Aftermarket Technology Corp. (the "Company")
issued a press release announcing that it is in negotiations to acquire
substantially all of the assets of All Transmission Parts, Inc. and its
affiliate, All Automatic Transmission Parts, Inc. These companies, which are
expected to have 1999 revenues of approximately $24 million, supply standard
transmission parts and complete assemblies as well as automatic transmission
components to the independent aftermarket for the repair of automobiles and
light trucks. The acquisition is expected to be slightly accretive to the
Company's earnings in 1999 and is projected to add approximately $0.05-$0.07
per share in 2000.
The acquisition, expected to be completed in early October, has been
approved by the boards of directors of the Company and the All Trans
companies, but remains subject to certain other contingencies, including
finalization of a purchase agreement and other closing conditions. Therefore,
no assurance can be given that the acquisition will be completed.
A copy of the press release is attached to this Form 8-K as Exhibit 99.
FORWARD LOOKING STATEMENT NOTICE
The above paragraph and the exhibit hereto contain forward-looking
statements that involve risks and uncertainties because such statements are
based upon assumptions as to future events that may not prove to be accurate.
There can be no assurance that actual results will not differ materially from
those projected or implied by such statements. The factors that could cause
actual results to differ are discussed in the Company's Annual Report on Form
10-K for the year ended December 31, 1998 and other filings made by the
Company with the Securities and Exchange Commission.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
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(c) Exhibits
99 Press Release issued by Aftermarket Technology Corp. on
September 15, 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, thereunto duly authorized.
AFTERMARKET TECHNOLOGY CORP.
Dated: September 15, 1999
By: /s/ Joseph Salamunovich
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Joseph Salamunovich
Vice President
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EXHIBIT 99
NEWS RELEASE For more information:
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For Immediate Release Mary Ryan
630/734-2383
AFTERMARKET TECHNOLOGY CORP. ANNOUNCES
POTENTIAL ACQUISITION OF ALL TRANS
ACQUISITION WOULD SOLIDLY POSITION ATC IN
STANDARD TRANSMISSION AFTERMARKET
WESTMONT, IL, September 15, 1999 -- Aftermarket Technology Corp. (Nasdaq:
ATAC) announced today that it is in negotiations to acquire substantially all
of the assets of Portland, Oregon-based All Transmission Parts, Inc. and its
affiliate, All Automatic Transmission Parts, Inc. These companies, which are
expected to have 1999 revenues of approximately $24 million, supply standard
transmission parts and complete assemblies as well as automatic transmission
components to the independent aftermarket for the repair of automobiles and
light trucks. The acquisition is expected to be slightly accretive to
earnings in 1999 and is projected to add approximately $0.05-$0.07 per share
in 2000.
The All Trans companies, which began operations in 1985, would add a market
leading reputation and proven capabilities in standard transmissions to ATC's
existing product offerings. The broadened product offerings would enable ATC
to expand its product and customer coverage. Through this strategic
acquisition, ATC expects to be able to more fully develop the standard
transmission market by leveraging the Company's strength in telemarketing and
distribution systems with All Trans' products and capabilities. In addition,
the All Automatic Transmission Parts affiliate would provide ATC with access
to additional hard parts supply for its existing automatic transmission
business.
In commenting on this potential acquisition, Mike DuBose, Chairman, President
and CEO of ATC, said, "I am very pleased to make this announcement today. All
Trans is a well-known and highly regarded transmission parts distributor and
its growth is a tribute to the efforts of Dave and Barry Helm, as well as to
their people. They have successfully established their position as one of the
premiere independents serving the standard transmission parts market. This
acquisition, when finalized, will provide us with a growth opportunity
through the expansion of our product lines and market coverage."
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Dave Helm, President of All Trans, stated, "We are pleased to be joining the
ATC team. We believe that our companies are an excellent strategic fit for
ATC, providing them with the opportunity to continue execution of their
growth plans, with the addition of our strong base of assets, our people and
our loyal customers. We are particularly pleased and excited about the
opportunity to continue in the business as part of the ATC family and to be a
part of their evolving success story."
Continuing, DuBose stated, "Dave and Barry Helm will continue to manage the
business as they have for the past 14 years, under the All Trans name. I feel
that we will be well-positioned to avail ourselves of new market
opportunities with the combined strength of the All Trans team and our
existing operations."
The acquisition, expected to be completed in early October, has been approved
by the boards of directors of ATC and All Trans, but remains subject to
certain other contingencies, including finalization of a purchase agreement
and other closing conditions. Therefore, no assurance can be given that the
acquisition will be completed.
Aftermarket Technology Corp. is headquartered in Westmont, Illinois. The
Company's principal products include remanufactured transmissions, torque
converters and engines, as well as remanufactured and new parts for the
repair of automotive drive train assemblies. ATC also remanufactures
electronic control modules, instrument and display clusters and radios. In
addition, the Company provides third party distribution and material recovery
services.
The Company's customers include original equipment manufacturers and
independent transmission rebuilders, as well as wholesale distributors and
retail automotive parts stores. Established in 1994, the Company maintains
more than 65 distribution centers throughout the United States and Canada.
Aftermarket Technology Corp. posted 1998 revenues of $486.8 million.
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The preceding paragraphs contain statements that are not related to
historical results and are "forward-looking" statements within the meaning of
the Private Securities and Litigation Reform Act of 1995. Forward-looking
statements include those that are predictive or express expectations, that
depend upon or refer to future events or conditions, or that concern future
financial performance (including future revenues, earnings or growth rates),
ongoing business strategies or prospects, or possible future Company actions.
Forward-looking statements involve risks and uncertainties because such
statements are based on current expectations, projections and assumptions
regarding future events that may not prove to be accurate. Actual results may
differ materially from those projected or implied in the forward-looking
statements. The factors that could cause actual results to differ are
discussed in the Company's Annual Report on Form 10-K for the year ended
December 31, 1998 and other filings made by the Company with the Securities
and Exchange Commission.
