MONTREAL — Uni-Select Inc. announced today that, through its subsidiary Uni-Select USA, Inc, it has entered into a binding agreement to join forces with Middle Atlantic Warehouse Distributor, Inc. (MAWDI) in line with its U.S. strategy.
MAWDI, which is based in Tonawanda, NY, is a warehouse distributor that operates 31 distribution centers and 145 corporate stores in 18 states. The company employs 1,839 employees and serves more than 1,500 independent automotive jobbers, in addition to its corporate stores in the East Coast, Midwest and Southwest regions of the United States. MAWDI shares are owned by members of the Buzzard family.
MAWDI had revenues of $338 million in 2003.
With the conclusion of this transaction, Uni-Select will significantly increase its market reach in the U.S. where it already has a presence in the Central and Northwest regions and will generate revenues of approximately $470 million.
The transaction involves the purchase of all of the stock of MAWDI for cash or a combination of cash and shares. Specifically, the Buzzard family member holding majority interest in MAWDI, may elect to subscribe from the cash proceeds of the sale of their shares up to a maximum of 1,000,000 shares of Uni-Select and as a result, hold 5 percent of the then outstanding shares of Uni-Select Inc. The Buzzard family members holding minority interest in MAWDI, may further elect to receive up to a maximum of 75 percent of the purchase price of their minority interest, in shares of Uni-Select USA, where as a result, if they elect to receive all shares allotted to them, they could hold approximately 12 percent of the equity.
It has also been agreed that MAWDI’s President Jim Buzzard will assume the leadership of Uni-Select USA as its new executive vice president and that, subject to shareholders’ approval, Clay Buzzard will join the board of directors of Uni-Select Inc.
The cash component of the purchase price will be settled from available funds and credit facilities provided by National Bank Financial Inc.
Clay Buzzard, chairman and CEO of MAWDI stated, “I believe this merger is the right thing to do, and this is the right time to do it. We are confident we have found the right partner in Uni-Select. My family and our employees have been building MAWDI since 1963. Together, we look forward to continuing our legacy of dedication to the success of our customers, for at least another 41 years.”
For his part Jacques Landreville, president and CEO of Uni-Select Inc. said, “MAWDI’s footprint is almost a perfect complement to Uni-Select USA’s. This combination with its complementarity and accretiveness will allow our new expanded operations in the U.S. to pursue its objectives of becoming a credible consolidator and supporter of independent jobbers in the U.S. and creating value for our shareholders.”
The transaction, which is expected to close on Nov. 1, is subject to closing conditions and regulatory approvals.
Uni-Select Inc. is Canada’s second largest distributor of automotive and heavy duty replacement parts, equipment tools and accessories. Through Uni-Select USA, the company also provides service to customers in the United States. Its network of mostly independent jobbers includes more than 800 stores in Canada and 400 in the United States. Uni-Select is headquartered in Montreal and generated revenues of $722 million (CDN) in 2003. Uni-Select shares (UNS) are traded on the Toronto Stock Exchange.
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