The Pending Merger of Safelite and Vistar.
There has been much speculation about the
merger of Safelite and Vistar. The picture has become a little clearer with the release of
the following documents. (Vistar was formed by the merger of Globe Glass & Mirror
(a.k.a. USA-Glas) and Windshields America in 1996.)
Release Dated October 10, 1997
COLUMBUS, Ohio, Oct. 10, 1997 Safelite Glass Corp. and Vistar, Inc. announced today that they
have agreed to merge. The combined company will be privately held by the current
shareholders of Safelite and Vistar, including Thomas H. Lee Company and its affiliates,
the majority owner of Safelite, and Belron International, the majority owner of Vistar.
The merger is subject to customary closing conditions and is expected to be completed
early in 1998.
The combined company will be a leading provider of auto glass
services and insurance claims management solutions with annual sales through company-owned
stores and independent subcontractors in excess of $800 million. The company will operate
under the Safelite AutoGlass name using Vistar's color scheme and graphics. Garen K.
Staglin, currently chairman of Safelite, will remain chairman of the merged company. While
the merger is being finalized, joint integration planning teams will create a strategy and
organizational design which represents the best of both companies.
"The proposed merger will allow the combined company to become an even
stronger business partner for our insurance company, fleet, commercial and rental car
business partners," said Safelite Chairman Garen K. Staglin. "We are extremely
pleased to have the opportunity to provide broader service coverage through a 50-state
network of company-owned stores covering 77% of the U.S. population, along with improved
claims processing capabilities."
"This combination creates a world-class, cost-competitive auto glass
services and claims handling company," said Belron Chairman and Chief Executive
Ronnie Lubner. "The potential exists to leverage Belron's international presence as
we operate in 15 countries and partner with many
multi-national customers, several based in the United States."
"This represents an outstanding business combination," said
Thomas H. Lee, Company Managing Director Anthony J. DiNovi. "The combined company
will have the systems platforms and resources for a multitude of claims management,
service and pricing solutions to serve a diverse customer base and the ability to build a
brand of choice across all business segments."
Celebrating its 50th anniversary in 1997, Safelite Glass Corp. is a
leader in providing auto glass services in the United States. Safelite has generated
strong sales and profit growth behind an innovative market-based operating philosophy,
leading-edge technology, low-cost windshield manufacturing
and by providing superior auto glass claims handling solutions for insurance and fleet
customers. Majority ownership in Safelite was acquired by Thomas H. Lee Company and its
affiliates through a recapitalization in late 1996.
Vistar was created by the successful merger of Globe Glass &
Mirror Co. and Windshields America in March 1996. The company has a 76-year heritage
steeped in innovation and entrepreneurship. Vistar was the first U.S. glass company to
introduce mobile service and the first to establish a national network of service
providers to deliver efficient auto glass purchasing and claims processing to the
Safelite operates two windshield manufacturing facilities and
distribution centers, 74 warehouses and over 500 retail service locations in 48 states.
Vistar currently owns 356 stores nationwide. Both companies offer a broad array of auto
glass and related services, including glass replacement, rock chip repair, truck
backslider windows, and tinting services. Belron International focuses on the auto glass
repair and replacement market in the United Kingdom, Continental Europe, Australia, New
Zealand, Brazil, Canada, South Africa, and the United States. This includes in excess of
1500 branches, throughout 15 countries.
Thomas H. Lee Company is a Boston-based private equity firm focused
on identifying and acquiring substantial ownership positions in growth-oriented companies.
Founded in 1974, Thomas H. Lee Company has approximately $3 billion of committed capital.
Recent transactions include Experian (formerly TRW) Information Systems, Rayovac, Homeside
Lending, Syratech and Transwestern Publishing.