Spartan Motors Announces Agreement to Acquire Utilimaster Corporation
CHARLOTTE, Michigan, Nov. 19, 2009 – Spartan Motors, Inc. (NASDAQ: SPAR) today announced it has reached an agreement to acquire Utilimaster Corporation from John Hancock Life Insurance Company, a unit of Manulife Financial Corporation, a leading Canadian-based financial services group, in an all-cash transaction valued at approximately $45 million. Utilimaster is a dominant manufacturer of specialty vehicles made to customer specifications in the delivery and service market, including walk-in vans and hi-cube vans, as well as truck bodies.
Spartan said the acquisition of Utilimaster is expected to add approximately $105 million in annualized revenues and be slightly dilutive to earnings in the first full year and accretive by year two. Utilimaster has approximately 550 employees and more than 550,000 sq. ft. of manufacturing capacity at its corporate headquarters in Wakarusa, Indiana.
"This acquisition represents a major strategic step forward to diversify our revenue stream into new end markets that offer growth potential and are not directly dependent on government funding or consumer spending," said John Sztykiel, president and CEO of Spartan Motors. "The two companies share similar cultures, a focus on premium products and innovation, and management depth that make this an ideal fit. We also gain entry into the North American delivery and service market, add fabrication and vehicle body expertise, benefit from Utilimaster’s strong brand, market share position and blue-chip customer base, and create opportunities to leverage future Spartan chassis growth."
The majority of Utilimaster’s revenues are in the delivery and service market, which includes walk-in vans for the package delivery, bakery/snack delivery and linen/uniform rental markets. Its remaining revenues are attributable to commercial truck bodies, along with service, parts and accessories.
Spartan’s Chief Financial Officer Joe Nowicki commented: "This transaction creates the opportunity to leverage our strong balance sheet, while providing opportunities for growth in a business that is very scalable but not capital intensive, much like our current market. We also expect to see immediate operational and financial synergies, including achieving purchasing leverage in raw materials and driving joint R&D and product development efforts.
"We as a Spartan leadership team set out with a purposeful process and criteria in evaluating both organic market entries and acquisitions to diversify our business risk and growth potential. Utilimaster hit our targets for cultural fit, market potential and financial metrics, including sustained profitability and market share gains amidst an industry that has declined by 50 percent due to macro-economic conditions."
Under the terms of the purchase agreement, Spartan will pay $50 million in cash, less a net working capital adjustment. In addition, Spartan has agreed to pay contingent earn-out payments of up to $7 million based primarily on the Utilimaster operation exceeding revenue milestones. The acquisition will be financed with a combination of cash and debt with an expected closing date for the transaction of November 30, 2009, subject to the fulfillment of customary closing conditions. Spartan had approximately $48 million in cash and cash equivalents and an additional $50 million in availability under its line of credit as of October 30, 2009.
"We are pleased to join forces with the Spartan Motors team," said Mike Kitson, Utilimaster president and CEO. "Spartan and Utilimaster share a similar business model, complementary team culture and financial discipline – focused on return on invested capital – that bode well for our continued momentum in the marketplace. Based on the excellent strategic fit, I am convinced our organizations will be stronger together as we seek to leverage operational best practices and attack new growth markets beyond those we could penetrate individually."
Conference Call, Webcast
Spartan Motors will host a conference call for analysts and portfolio managers at 1 p.m. ET today, Nov. 19, 2009, to discuss the acquisition. To listen to a live webcast of the call, please visit www.spartanmotors.com, click on "Shareholders," and then on "Webcasts."
About Utilimaster
Established in 1973, Utilimaster (www.utilimaster.com) is a leading manufacturer of walk-in vans and commercial truck bodies for the delivery and service market place. As one of the most respected and trusted manufacturers of commercial vehicles, Utilimaster designs, develops and manufactures products to customer specifications for use in the package delivery, one-way truck rental, bakery/snack delivery, utility and linen/uniform rental businesses. The company serves a diverse customer base and also sells aftermarket parts and accessories.
About Spartan Motors
Spartan Motors, Inc. (www.spartanmotors.com) designs, engineers and manufactures specialty chassis and vehicles for the recreational vehicle, fire truck, ambulance, emergency-rescue and defense/specialty markets. The company’s brand names – SpartanPTMP, Crimson FirePTMP, Crimson Fire AerialsPTMP, and Road RescuePTMP – are known for quality, value, service and being the first to market with innovative products. The company employs approximately 1,000 at facilities in Michigan, Pennsylvania, South Carolina, South Dakota and Texas. Spartan reported sales of $844.4 million in 2008 and is focused on becoming a global leader in the manufacture of specialty vehicles and chassis.
Utilimaster Corporation Introduces Online Parts Ordering
Wakarusa, IN--Nov 4, 2009 -- Utilimaster Corporation has expanded its vast parts offering with an extensive online parts ordering website.
"As the leading manufacturer of commercial vehicles, Utilimaster is committed to the highest level of support both before and after the sale," says John Marshall, Senior Vice President, Sales and Marketing. "Our online parts website helps fleet managers be more productive and minimize downtime."
The website features a comprehensive offering of over 8,000 quality OEM parts. The original parts manufactured on the vehicle can easily be identified by entering the vehicle identification number (VIN). The VIN can be associated with a description and saved in a “Favorite Truck” folder for automating future orders. Fleet managers have full reporting capabilities to identify parts usage by vehicle.
"Our customers are often ordering parts very early in the morning or late in the evening. We wanted our parts department always available for them," says Bill Healy, Director of Aftermarket Parts. "And when customers order parts from the Utilimaster Parts website, they can be sure that they are receiving OEM quality parts."
The Utilimaster website offers an easy one-time registration, secure transactions, and an order-review by Utilimaster Customer Service representatives to ensure accuracy.
Utilimaster’s parts website can be found at http://parts.utilimaster.com
Utilimaster is a leading manufacturer of walk-in vans and commercial truck bodies. Utilimaster develops customized delivery solutions for a broad range of industries, including baking, linen, parcel, snack food, uniform, and utility customers.
Wabash National Announces Launch of Purchasing Consortium
LAFAYETTE, IN--Nov 1, 2008 -- Wabash National Corporation (NYSE:WNC - News) today announced that it has launched a purchasing consortium with other businesses associated with the transportation industry. Wabash National is the principal member of the Transportation Equipment Purchasing Consortium (TEPC).
"The main object of TEPC is to identify and increase efficiencies and economies of scale in the procurement of raw materials, component parts and services therefore creating an economic benefit for its members," said Steven Miller, vice president of supply chain management for Wabash National.
Each member of the consortium is a manufacturer or other business associated with the transportation industry that will benefit from collaborative, strategic sourcing. At the launch of the consortium, TEPC current associate members include: Kentucky Trailer; Utilimaster Corporation; Federal Signal Corporation (NYSE:FSS - News); and VT Specialized Vehicles Corporation.
About Wabash National
Headquartered in Lafayette, Ind., Wabash National® Corporation (NYSE:WNC - News) is one of the leading manufacturers of semi trailers in North America. Established in 1985, the company specializes in the design and production of dry freight vans, refrigerated vans, flatbed trailers, drop deck trailers, dump trailers, truck bodies and intermodal equipment. Its innovative core products are sold under the DuraPlate®, ArcticLite®, Eagle® and Benson(TM) brand names. The company operates two wholly owned subsidiaries; Transcraft® Corporation, a manufacturer of flatbed, drop deck and dump trailers and truck bodies; and Wabash National Trailer Centers, trailer service centers and retail distributors of new and used trailers and aftermarket parts throughout the U.S.
About Kentucky Trailer
Kentucky Trailer is the nation's leading manufacturer of custom moving vans for the moving and storage industry. Clients include Allied, Atlas, Mayflower, North American, United Van Lines, Wheaton World Wide Moving and many other moving companies. Additional specialty application customers include Frito-Lay and UPS.
About Utilimaster
Located in Wakarusa, Indiana, Utilimaster Corporation has been building quality custom commercial vehicles that include walk-in vans, parcel delivery vans and truck bodies since 1973. Winner of many awards and ISO 9001 certification, Utilimaster is dedicated to designing, building, and servicing vehicles. With multiple modern plants dedicated to designing and building the vehicles bodies, Utilimaster has a broad customer base in many industries, including the package delivery, truck rental, bakery/snack delivery, linen/uniform rental and utilities markets.
About VT Specialized Vehicles Corporation (VT SVC)
VT Specialized Vehicles Corporation (VT SVC), a company of VT Systems, is the leading manufacturer in North America for specialized truck bodies and trailers that services multi-stop food and beverage service distributors and municipal emergency rescue departments. Its two divisions, Hackney and Kidron, specialize in beverage truck bodies and trailers, emergency rescue bodies and trailers, contractor services truck bodies and multi-temperature refrigerated truck bodies and trailers. Please visit www.vtsvc.com.
About Vision Technologies Systems (VT Systems)
Vision Technologies Systems (VT Systems) is a provider of integrated engineering solutions, specializing in the fields of aerospace, electronics, land systems, and marine. Headquartered in Alexandria, Va., VT Systems has locations throughout North America. VT Systems offers a broad range of proven innovative services to both the commercial and government sectors. VT Systems is a wholly owned subsidiary of Singapore Technologies Engineering Ltd. Please visit www.vt-systems.com.
About Federal Signal Corporation
Federal Signal Corporation (NYSE:FSS - News) enhances the safety, security and well-being of communities and workplaces around the world. Founded in 1901, Federal Signal is a leading global designer and manufacturer of products and total solutions that serve municipal, governmental, industrial and institutional customers. Headquartered in Oak Brook, Ill., with manufacturing facilities worldwide, the Company operates three groups: Safety and Security Systems, Environmental Solutions and Fire Rescue. For more information on Federal Signal, visit: http://www.federalsignal.com.
Utilimaster Corporation Opens Canadian Parts Facility
Wakarusa, Ind. – Utilimaster is proud to announce the opening of a new parts facility in Canada. The facility is located in Mississauga, Ontario and opened on February 12, 2007.
After much research, the facility was opened due to the volume of parts being sent to Canada and will provide both a cost-savings and time-savings to Canadian customers. Utilimaster has been a leading walk-in van supplier to Canada for over twenty years for fleets such as Purolator, Canada Post, Canpar, FedEx and Canadian Linen.
“The Canadian facility will improve the time that it takes for our customers to receive parts, get the truck or trucks repaired and back on the road. This is a potential savings of 2 – 3 days for in-stock parts” said Steve Campbell, Director of Parts Sales at Utilimaster.
Campbell continues, “The facility allows us to provide a cost savings to our customers by reducing brokerage and transportation fees.”
The facility is approximately 1500 square feet and will inventory the parts that are most frequently ordered by Canadian customers. Canadian customers will still call the Utilimaster Parts Department in Indiana, but their order will be shipped from Mississauga.
Utilimaster Corporation is a leading manufacturer of walk-in vans, parcel delivery vehicles, and truck bodies. Since 1973, Utilimaster has built quality vehicles for a variety of customers including UPS, Frito Lay, Cintas, Aramark, Sara Lee, and Budget Truck Rental. Utilimaster currently employs over 1,000 employees in Wakarusa, Indiana.
Azure Dynamics Signs Memorandum of Understanding with Utilimaster for Hybrid vehicle Integration
Azure Dynamics Signs Memorandum of Understanding with Utilimaster for Hybrid vehicle Integration
Toronto, Ontario – August 02, 2007 – Azure Dynamics Corporation (TSX: AZD & LSE: ADC) (“Azure” or the “Company”) a leading developer of hybrid electric and electric powertrains for commercial fleet vehicles, today announced it has signed a Memorandum of Understanding (“MOU”) with Utilimaster Corporation (“Utilimaster”), a leading builder of step vans, commercial truck bodies and utility vehicles, for the assembly, hybridization and manufacturing engineering of Azure’s P1 hybrid electric commercial delivery vans and shuttle buses.
Under proposed terms of the MOU, Azure will provide Utilimaster with its P1 hybrid electric powertrains, which Utilimaster will integrate into Ford Motor Company’s (“Ford”) E-Series commercial chassis at Utilimaster’s manufacturing facilities in Wakarusa, Indiana.
“This business arrangement with Utilimaster represents a vital link in our supply chain for the production of our P1 hybrid electric commercial delivery vans. We expect this agreement will result in significant cost efficiencies as we increase production volumes of the Ford E-Series hybrid delivery vans,” said Scott Harrison, Chief Executive Officer of Azure Dynamics. “As a major Ford Pool Account, Utilimaster has extensive knowledge of the Ford E-Series chassis and meets all of the Ford process and quality requirements. We look forward to working with an industry leader like Utilimaster, who has built and delivered quality custom vehicles for some of the world’s largest fleet operators for more than two decades.”
“With 600,000 square feet of manufacturing and support facilities and approximately 1,000 employees, we have the breadth, capability and experience to accommodate the anticipated growth in demand for the Ford E-Series hybrid commercial vans and shuttle buses,” said Larry Doyle, President and Chief Executive Officer of Utilimaster. “We look forward to working with Azure Dynamics and Ford Motor Company in bringing the E-Series hybrid commercial delivery vehicles and shuttle buses to market.”
About Utilimaster
Located in Wakarusa Indiana, Utilimaster Corporation has been building quality custom commercial vehicles that include walk-in vans, parcel delivery vans and truck bodies since 1973. Winner of many awards and ISO 9001 certification, Utilimaster is dedicated to designing, building, and servicing vehicles. With multiple modern plants dedicated to designing and building the vehicles bodies, Utilimaster has a broad customer base in many industries, including the package delivery, truck rental, bakery/snack delivery, linen/uniform rental and utilities markets.
About Azure Dynamics
Azure Dynamics Corporation (TSX: AZD) (LSE: ADC) is a world leader in the development and production of hybrid electric and electric components and powertrain systems for commercial vehicles. Azure is strategically targeting the commercial delivery vehicle and shuttle bus markets and is currently working internationally with various partners and customers. The Company is committed to providing customers and partners with innovative, cost-efficient and environmentally-friendly energy management solutions.
For more information please visit www.azuredynamics.com.
Utilimaster Corporation Achieves National Truck Equipment Association Member Verification Program Status
Wakarusa, Ind. – Utilimaster pleased to announce that it has achieved National Truck Equipment Association (NTEA) Member Verification Program (MVP) status. MVP participants distinguish themselves by embracing the knowledge that is necessary to provide a high level of quality while meeting certain regulatory requirements.
“We’re pleased to participate in this program,” said Scott Sargent, Vice President of Sales and Marketing at Utilimaster. “As long-time members of the NTEA, we are excited about this opportunity. It shows the continued pursuit of excellence that Utilimaster strives for, and our commitment to providing the highest level of product for our customers.”
The Program identifies business practices common to successful companies and promotes increased professionalism by helping commercial truck and transportation equipment industry firms build more profitable, mutually beneficial and longer-lasting relationships with their suppliers, distributors and customers.
According to NTEA President Tom Rawson, CEO of RKI Inc. (Houston, TX), “The NTEA MVP is attempting to raise the overall level of professionalism within the throughout the truck body and equipment industry value chain.”
Initially MVP participants have been asked to verify to the Association that they meet four out of five business processes and certain government criteria. Over time, the NTEA will increase program requirements to encourage even higher standards through set criteria that must be met by Distributor and Manufacturer members in order to continue to qualify for MVP status. Members must re-qualify every three years.
Utilimaster Corporation is a leading manufacturer of walk-in vans, parcel delivery vehicles, and truck bodies. Since 1973, Utilimaster has built quality vehicles for a variety of customers including the United States Postal Service, Federal Express, UPS, Frito Lay, Cintas and Budget. Utilimaster currently employs over 1000 employees in Wakarusa, Indiana.
Established in 1964, the NTEA is the leading association supporting the $116 billion work truck and trailer industry. The Association currently represents more than 1,700 companies that manufacture, distribute, install, sell and repair commercial trucks, truck bodies, truck equipment, trailers and accessories. Buyers of work trucks and the major commercial truck chassis manufacturers also belong to the Association.
The NTEA provides in-depth technical information, education and money-saving opportunities through its member programs, publications, services and sponsorship of The Work Truck Show® — the only event dedicated exclusively to the Class 1 through 8 commercial truck and transportation equipment market. The Association maintains its administrative headquarters in suburban Detroit and a government relations office in Washington, DC. Its Web site, www.ntea.com, provides an interactive listing of members and their products/services as well as important industry news and resources. For more information about the NTEA, call 1-800-441-NTEA (6832) or (248) 489-7090.

