Uni-Sélect Inc.

Uni-Sélect Inc.

January 11, 2011 11:53 ET

Uni-Select Inc. Completes the Purchase of FinishMaster, Inc. and Finalizes $503.5 Million Corporate Refinancing Agreement

BOUCHERVILLE, QUEBEC--(Marketwire - Jan. 11, 2011) - Uni-Select Inc. ("Uni-Select") (TSX:UNS) announces that it has completed the purchase of FinishMaster, Inc. ("FinishMaster"), the largest independent distributor of automotive paints, coatings and accessories (PBE) in the U.S. The acquisition was based on a purchase price of approximately US$210 million, including the assumption of an estimated net debt of US$45 million. Each holder of issued and outstanding shares of FinishMaster was entitled to receive US$21.00 per share, representing a premium of approximately 32% to the 30-day trailing average share price of FinishMaster on the OTC Market Pink Sheets before the announcement of the transaction (the "Transaction").

Through the Transaction, Uni-Select has become the largest independent distributor of automotive paints, coatings and related accessories in North America, with an expanded footprint in the important U.S. market. Headquartered in Indianapolis, Indiana, FinishMaster commands an estimated 15% market share of the approximately US$2.7 billion U.S. PBE industry. For the twelve-month period ending September 30, 2010, FinishMaster recorded US$415 million in sales and US$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 Transaction 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. 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."

Uni-Select Finalizes $503.5 Million Refinancing Agreement

Uni-Select also announces the closing of new unsecured credit facilities for a 5-year term comprised of a US$200 million long-term facility and a US$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 (the "Subscription Receipts") and $51.8 million of convertible unsecured subordinated debentures (the "Debentures") underwritten by a group of underwriters led by National Bank Financial Inc., 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. 

Exchange of Subscription Receipts and Extension of Debentures

With today's closing of the Transaction, the escrow release condition for the Subscription Receipts has been met. The transfer register for the Subscription Receipts will close today at 5:00 p.m. (local time in Montreal) and the Subscription Receipts will automatically be exchanged on a one-to-one basis for common shares of Uni-Select through the facilities of CDS Clearing and Depositary Services Inc. No dividend equivalent payment is payable to holders of Subscription Receipts. In addition, with today's closing of the Transaction, the maturity date of the Debentures was automatically extended to January 31, 2016. 

About Uni-Select Inc.

Founded in 1968, Uni-Select™ is a Canadian leader in the distribution of automotive replacement parts, equipment, tools and accessories. Uni-Select USA, Inc., a subsidiary of the Uni-Select, provides services to customers in the United States, where it is the 6th largest distributor. The Uni-Select Network™ includes over 2,500 independent jobbers and services 3,650 points of sale in North America. Uni-Select is headquartered in Montreal. Uni-Select shares (UNS) are traded on the TSX. Uni-Select and Uni-Select Network are trademarks owned by Uni-Select Inc.

Unless otherwise indicated, all amounts specified in this release are in Canadian dollars. EBITDA, as used by Uni-Select represents operating income before depreciation, amortization, interest, income taxes and non-controlling interest. Because EBITDA is not a measurement defined by Canadian GAAP, it may not be comparable to the EBITDA of other companies. In the Company's statement of earnings, EBITDA corresponds to "Earnings before the following items."

Certain statements made in this press release contain forward-looking statements which, by their very nature, include risks and uncertainties, such that actual results could differ from those indicated in those forward-looking statements. For additional information with respect to the risks and uncertainties, refer to the Annual Report filed by Uni-Select with the Canadian securities commissions. Unless required to do so pursuant to applicable securities legislation, Uni-Select assumes no obligation as to the updating or revision of the forward-looking statements as a result of new information, future events or other changes.

To the extent any forward-looking information in this news release constitutes future-oriented financial information or financial outlooks, within the meaning of securities laws, such information is being provided to demonstrate the potential benefits of the Transaction and readers are cautioned that this information may not be appropriate for any other purpose. Future-oriented financial information and financial outlooks, as with forward-looking information generally, are, without limitation, based on the assumptions and subject to the risks referenced above.

Contact Information

    Mr. Richard G. Roy
    President and Chief Executive Officer
    Mr. Denis Mathieu
    Vice President and Chief Financial Officer