Exhibit 99.1
KANSAS CITY, MO, May 15, 2003 -- Xxxxxx Manufacturing Company, (NYSE:BBR) has
signed a letter of intent to sell substantially all the assets of its Xxxxxx
Building Systems business to a management team headed by Xxxx X. Xxxx, the
current Xxxxxx division president.
The parties anticipate completing a definitive purchase agreement during the
next several weeks, with the closing of the transaction occurring late in the
second quarter or early in the third quarter of this year.
Commenting on the sale, Xxxx Xxxxxxx, Xxxxxx'x chairman and chief executive
officer, stated, "For the past two years under the new leadership of Xxxx Xxxx
the management team at Xxxxxx has made good progress reducing its costs and
increasing its capabilities to service the wood building market at a time of
severe recession in this industry segment. Nevertheless, we have determined it
is in Xxxxxx'x best interest to focus our efforts on our core businesses. We're
pleased that the current management team will continue running the business and
provide valuable continuity for both customers and suppliers."
Xx. Xxxx commented, "We have essentially re-tooled our operations over the last
few years and plan to leverage our strengths - people, products, technology and
customer service - to meet the needs of our customers. We're extremely pleased
to be able to chart the next several chapters of Xxxxxx history, which dates
back to 1947."
The transaction excludes the recent jury verdict awarded to Xxxxxx related to a
lawsuit involving Louisiana-Pacific Corporation. The original award of $29.6
million is currently under appeal. Xxxxxx and the new owners of the Xxxxxx
Building Systems business will work co-operatively during the appeal process to
bring this litigation to its conclusion.
While the financial terms of the transaction were not disclosed, Xxxxxx
anticipates it will record an aftertax charge upon sale of approximately $4.3
million, or $.68 per share. The anticipated pretax charge is approximately $7
million, including noncash charges of approximately $6.5 million for the
write-down of assets to net sale value. Per the letter of intent, Xxxxxx will
provide seller financing to the new owners. The sale is subject to contingencies
common to such transactions, including due diligence reviews, board approvals,
financing, lender consents, and the completion of final documentation.
In 2002, the Xxxxxx division reported sales of approximately $42 million and
recorded an operating loss slightly over $6 million, including approximately $3
million of repositioning expenses and one-time legal costs associated with the
Louisiana-Pacific lawsuit noted above.
The Xxxxxx division designs, manufactures, markets and erects pre-engineered
wood-frame buildings for a variety of end uses. Principal offices are located in
Xxxxxx Prairie, Minnesota, with sales, engineering and manufacturing facilities
in Charleston, Illinois and Clear Brook, Virginia.
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Xxxxxx Manufacturing Company is the world's leading producer of pre-engineered
building systems, a leading supplier of architectural aluminum systems and
components, and provides construction and real estate services for the
nonresidential construction market.
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Statements in this press release concerning the company's business outlook or
future economic performance; anticipated profitability, revenues, expenses or
other financial items, together with other statements that are not historical
facts, are "forward-looking statements" as that term is defined under the
Federal Securities Laws. Forward-looking statements are subject to risks and
uncertainties that could cause actual results to differ materially from those
stated in such statements. Such risks and uncertainties include, but are not
limited to, industry cyclicality, fluctuations in customer demand and order
pattern, the seasonal nature of the business, changes in pricing or other
actions by competitors, and general economic conditions, as well as other risks
detailed in the company's 2002 Annual Report to Shareholders on page 16
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