Dorman Products, Inc. acquired Dayton Parts, LLC from AEA Investors Small Business Fund II, L.P. and AEA Investors LP for approximately $340 million.
August 09, 2021
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Dorman Products, Inc. (NasdaqGS:DORM) entered into a definitive agreement to acquire Dayton Parts, LLC from AEA Investors Small Business Fund II, L.P. fund managed by AEA Investors LP and others for approximately $340 million on June 25, 2021. The consideration is subject to customary adjustments. In connection with the transaction, Dorman expects to enter into a new $600 million revolving credit facility, which will replace its existing $100 million revolving credit facility. Borrowings under this new credit facility that are used to complete the transaction will result in net leverage of less than 1.0x. Until the transaction closes, both companies will operate independently and execute on their respective strategic priorities. Dayton generated $168 million in net sales for the twelve months ended December 2020. The transaction is subject to customary closing conditions, including clearance under the Hart-Scott-Rodino Antitrust Improvements Act. and is expected to close in the second half of 2021. Dorman anticipates the acquisition of Dayton will be immediately accretive to adjusted diluted earnings per share, excluding one-time charges and acquisition-related intangible assets amortization. Steven Steinman, Adam B. Cohen, Emil Buchman, Nathaniel L. Asker and Tobias Caspary, Jeffrey Ross, Jason L. Greenberg, Peter L. Simmons, Eli Weiss, Aleksandr B. Livshits, Donna Mussio, Melissa A. Meyrowitz of Fried, Frank, Harris, Shriver & Jacobson LLP acted as legal advisor for AEA Investors LP and Dayton Parts while Alan Klein, Jakob Rendtorff, Owen Kim, Michael Vernace, Andrea Valdes, Andrew Blau, Scott Schilson, Guanxiong Xu, Benjamin Rippeon, Edward Grais, Adeeb Fadil, Tim Mulvihill, Lori Lesser, Corina McIntyre, Raul Duran, Sara Razi, Kelly Karapetyan, John Goheen, Tomi Mendel and Steve DeLott of Simpson Thacher & Bartlett LLP acted as legal advisor for Dorman Products. Jefferies LLC and KeyBanc Capital Markets Inc. acted as financial advisor to Dayton Parts, LLC and AEA Investors LP.
Dorman Products, Inc. (NasdaqGS:DORM) completed the acquisition of Dayton Parts, LLC from AEA Investors Small Business Fund II, L.P. and AEA Investors LP on August 10, 2021. Dorman Products used $102 million of cash on hand to finance this transaction.
Dorman Products, Inc. is a supplier of replacement and upgrade parts in the motor vehicle aftermarket industry, serving passenger cars, light, medium, and heavy-duty trucks, as well as specialty vehicles, including utility terrain vehicles (UTVs) and all-terrain vehicles (ATVs). The Company is an aftermarket supplier of parts that are traditionally available to professional installers and consumers only from original equipment manufacturers or salvage yards. These parts include leaf springs, intake manifolds, exhaust manifolds, window regulators, radiator fan assemblies, tire pressure monitor sensors, exhaust gas recirculation (EGR) coolers, UTV windshields, and complex electronics modules. Its product classes include powertrain, chassis, motor vehicle body, and hardware. Its products are sold primarily through aftermarket retailers, including through their online platforms; dealers; national, regional and local warehouse distributors and specialty markets; and salvage yards.