ABC Technologies Holdings Inc. announced that its majority shareholder, ABC Group Canada LP, an affiliate of funds managed by Cerberus Capital Management, has entered into a share purchase agreement with certain funds managed by affiliates of Apollo Global Management, Inc. to sell a majority stake in the company to the Apollo Funds.
Under the terms of the agreement, the Apollo Funds will purchase 51% of the outstanding common shares (on a fully-diluted basis) of the company from ABC LP for CAD$10 per common share. Upon closing of the transaction, the parties will enter into an amended and restated investor rights agreement, which will provide Apollo with, among other things, certain director nomination rights, registration rights, pre-emptive rights and information rights. At closing, Apollo will be entitled to nominate five of the nine members of the Board, while ABC LP will retain the ability to nominate three members of the Board. The parties anticipate announcing the future composition of the Board closer to the closing date.
ABC Technologies President and CEO Todd Sheppelman said, “ABC’s strong operational and financial performance, combined with its near-term opportunities as a platform for industry consolidation in the automotive technical plastics space, led to an unsolicited offer from the Apollo Funds to acquire a majority stake in the company and join in the journey outlined during ABC’s recent IPO process. We are excited to gain access to Apollo’s expertise and resources and look forward to a highly collaborative relationship as we continue to grow our business and better serve global automotive customers with industry-leading products.”
Apollo Partner Michael Reiss said, “ABC Technologies is a top supplier in the automotive industry, bringing innovative solutions to OEM customers across North America. We are excited by the platform’s ability to act as a consolidator of the fragmented plastics supplier space, a market with strong momentum driven by vehicle lightweighting and a sustained increase in automotive plastics contents. We believe Todd and the management team are the right leaders to help ABC Technologies become a global force in the Tier-1 automotive supplier space and Apollo looks forward to supporting the Company on this path.”
Cerberus Senior Managing Director Dev Kapadia added, “We have had a great partnership with ABC over the past four years and this milestone is a testament to all we accomplished together. With its recent IPO, ABC is well-positioned to win market share and drive its leadership in the automotive plastics industry through organic growth and acquisition opportunities. We welcome Apollo as a new strategic partner and look forward to continuing to support Todd and the ABC team in this exciting next phase for the Company.”
Closing is subject to customary closing conditions including the receipt of applicable regulatory approvals in Canada, United States, Mexico, Spain and Poland.