TMD Friction Group says its shareholders have reached agreement with Nisshinbo Holdings (NISH) a Japanese group listed on the Tokyo Stock Exchange, for the terms of a recommended acquisition of the company.
TMD has grown rapidly during the past three years, benefiting from strong growth in regions such as China, Brazil and the independent aftermarket.
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For the year ended 31 December 2010, TMD reported a 20% increase in sales to EUR637m (US$858m) with proforma EBITDA up 160% to EUR71m.
NISH is a global player in the areas of brake, mechatronics, textiles and electronics. NISH’s brake business is operated globally by Nisshinbo Brake (NISB) and its overseas subsidiaries which include manufacturing facilities in Japan, South Korea, the US, China, Thailand, and India.
The combination of TMD with NISB will create one of the world’s largest
automotive brake friction manufacturers with the combined companies having revenues of more than EUR1bn billion and more than 6,000 employees.
The transaction is expected to complete following competition authority
approval. Following completion, NISH will continue to operate TMD as an
independent, wholly-owned subsidiary.
TMD will continue to be led by Derek Whitworth, CEO, with his management team. Koji Nishihara, President of NISB and a NISH board member, will also join the Board of TMD. A joint Global Management Team will also be established with members from NISB and TMD.
Derek Whitworth, Chief Executive of TMD, said: “I am delighted to be
joining the Nisshinbo group of companies. This is a great opportunity for
TMD to continue our development with a strong and successful partner. Their
expertise, particularly in the markets where we are growing fastest will be
invaluable as we seek to accelerate our expansion and continue to provide
innovative and leading products to our customers.”
“I would also like to thank Pamplona Capital Partners II, LP for helping
us at a particularly challenging time in the early part of 2009.”
Koji Nishihara, president of NISB and a NISH board member, said: “TMD is
a leading global brake friction manufacturer with strong brand recognition
and established technology leadership dating back 100 years. The combination
of NISB and TMD under the ownership of NISH creates the largest, most
capable, global automotive brake friction manufacturer in the world.
“Together, we will have a strong presence in all major automotive sectors with an extensive global customer base and minimal geographic overlap. We see several opportunities to leverage our combined technology, geographic knowledge and customer networks.”
