ABC-NACO to Sell Assets to TCF Railco Acquisition Corp.Business Editors LOMBARD, Ill.--(BUSINESS WIRE)--Dec. 7, 2001 ABC-NACO Inc. announced that it has agreed to sell all of its operating assets Operating Assets Another term for working capital. to TCF See Trenton Computer Festival. Railco Acquisition Corp. ("TCF") for $75 million (subject to certain adjustments and assumption of certain liabilities.) The assets sold include all of the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. operating assets of the Company's Rail Products, Track Products and Rail Services units together with the stock of the company's subsidiaries in Europe and its joint ventures in China. The Canadian and Mexican subsidiaries in the Rail Products Group were not included in this sale. The Asset Purchase Agreement was executed with TCF in accordance with the court-authorized sales process A sales process is a systematic approach for performing product or service sales. The reasons for having a sales process include seller and buyer risk management, achieving standardized customer interaction in sales and scalable revenue generation. and is subject to a confirmation hearing on Dec. 11, 2001 by the U.S. Bankruptcy Court bankruptcy court n. the specialized Federal court in which bankruptcy matters under the Federal Bankruptcy Act are conducted. There are several bankruptcy courts in each state, and each one's territory covers several counties. for the Northern District of Illinois. In addition, the sale is subject to review under the Hart-Scott-Rodino Antitrust Improvements Act The Hart-Scott-Rodino Antitrust Improvements Act of 1976 (Public Law 94-435, known commonly as the HSR Act) is a set of amendments to the antitrust laws of the United States, principally the Clayton Antitrust Act. The HSR Act was signed into law by President Gerald R. . The parties intend to close the sale as soon as possible after the necessary approvals have been received Vaughn W. Makary, President and Chief Executive Officer of ABC-NACO, said "Upon completion of this sales process, ABC-NACO concluded that the TCF offer was the highest or otherwise best submitted during the bidding and sale process. We look forward to quickly closing the transaction in order to ensure a smooth transition to the new ownership. We believe TCF will bring financial stability to the Company allowing it to continue to provide outstanding products and services to the worldwide rail industry." TCF is owned by Three Cities The Three Cities is a collective description of the three fortified cities of Cospicua, Vittoriosa, and Senglea on the Island of Malta, which are enclosed by the massive line of fortification created by the Knights of St John, the Cottonera Lines. Funds III, L.P. and affiliates (together, the "Three Cities Funds"). The Three Cities Funds are primarily engaged in making control investments in medium-sized companies, where its investment can lead to a meaningful, positive influence on the future direction of the enterprise. Willem de Vogel, a Partner of the Three Cities Funds stated, "We are very excited about our new partnership with ABC-NACO. It offers very attractive products and services to the rail industry. We plan to provide financial and other resources to implement the company's objectives and meet its long-term strategic goals." As previously announced on October 18, 2001, ABC-NACO and its U.S. subsidiaries voluntarily filed for reorganization under Chapter 11 of the U.S. Bankruptcy Code Bankruptcy Code may refer to:
The Company is one of the world's leading suppliers of technologically advanced products to the rail industry. The company holds pre-eminent market positions in the design, engineering and manufacture of high-performance freight car, locomotive and passenger suspension and coupling systems, wheels and mounted wheel sets. The company also supplies railroad and transit infrastructure products and services and technology-driven specialty track products. Safe Harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. Statement Under The Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995: The statements contained in this release, which are not historical facts, may be deemed to be forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. that are subject to change based on various factors, which may be beyond the control of ABC-NACO Inc. Accordingly, actual results could differ materially from those expressed or implied in any such forward-looking statement. Factors that could affect actual results are described more fully in the Company's Amended Annual Report on Form 10-K/A for the year ended December 31, 2000, under the captions "Recent Developments" and "Regarding Forward Looking Statements," and other risks described from time to time in the Company's filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made. --30--kam/rlg/ny*
CONTACT: ABC-NACO
Wayne R. Rockenbach, 630/792-2010
KEYWORD: ILLINOIS
INDUSTRY KEYWORD: MANUFACTURING TRANSPORTATION
SOURCE: ABC-NACO
|
|
||||||||||||||||
Printer friendly
Cite/link
Email
Feedback
Reader Opinion