RHJ International buys U.S. auto parts manufacturer.

RHJ International (RHJI), Brussels, Belgium, announced that Asahi Tec Corp., one of its Japanese consolidated businesses involved in the automotive components industry, has entered into an agreement to acquire U.S.-based Metaldyne, Plymouth, Mich., for approximately $1.2 billion.

Under the terms of the agreement, the transaction will be effected through a cash-out merger in which Metaldyne, a producer of die castings and other metal products, will become a wholly-owned subsidiary of Asahi. RHJI and RHJI's co-investors have agreed to invest $188 million in Asahi via a private placement, of which $175 million will be contributed to Metaldyne for debt reduction and payment of transaction expenses. RHJI's total net commitment to the transaction is equal to $75 million in cash.

RHJI will remain the largest shareholder of Asahi, with a controlling share of 38.3%, following the transaction. The closing of the deal, which is expected to be at the end of 2006, is subject to the receipt of certain consents and waivers from Metaldyne's bondholders, a successful tender for Metaldyne's outstanding senior subordinated notes, and the approval of Asahi's shareholders.