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Uni-Select Inc. successfully completes refinancing with new US$565 million credit facilities including covenant relief providing increased flexibility

  • Uni-Select has secured new credit facilities, replacing the current facilities, with leverage and interest coverage ratio requirements effective only from December 31, 2021.
  • The new facilities provide access to additional liquidity and flexibility. The Corporation now has access to approximately US$220 million of liquidity to navigate through the COVID-19 pandemic, if needed.

Boucherville (Québec), May 29, 2020 – Uni-Select Inc. (TSX: UNS) (“Uni-Select” or the “Corporation”) today announced that it has successfully secured new credit facilities providing access to additional liquidity on more flexible financial terms and conditions. The new US$565 million secured credit facilities, which will mature on June 30, 2023, consist of a US$350 million revolving credit facility and US$215 million term facilities. The new credit facilities can be used for general corporate purposes, thereby providing additional liquidity and flexibility, if required.

“These new credit facilities increase our total available liquidity by an additional US$100 million, to approximately US$220 million, and complement the multiple measures implemented by our team over the past few months to weather the impact of the pandemic. Furthermore, the new credit facilities provide a more favorable covenant structure and more latitude to manage our business going forward. We are pleased to have the continued commitment from our existing banking syndicate as well as the support of new financial partners with Export Development Canada and Investissement Québec, on behalf of the government of Québec. With this latest initiative, combined with the measures already put in place, we believe that we are well prepared to face the ongoing economic uncertainty,” said Brent Windom, President and Chief Executive Officer, Uni-Select Inc.

The facilities will be secured by a first ranking lien on all of the Corporation’s assets, which security has also been extended to secure the Corporation’s vendor financing program and its UK revolving credit facility of £6 million.

National Bank Financial and RBC Capital Markets acted as co-lead arrangers, and National Bank Financial acted as sole bookrunner, for the syndication of the credit facilities and National Bank of Canada is acting as administrative agent for the credit facilities. Export Development Canada and Investissement Québec, on behalf of the government of Québec, committed US$75 million and US$25 million to the term facilities, respectively.


Credit Facilities

The new credit facilities consist of a US$350 million revolving credit facility and two term loans totalling US$215 million. The term facilities cater to two different borrowers of the group and carry the same terms and conditions. The US$565 million facilities are subject to a total repayment of 21.2% over the term of the facilities including a repayment of 17.7% on March 31, 2022.

The Corporation will be subject to leverage or interest coverage tests starting on December 31, 2021. The facilities contain a minimum profitability requirement (as described in the facilities) until the quarter ending September 30, 2021 and a minimum liquidity requirement until the quarter ending March 31, 2022.

The new credit facilities also contain various limitations on distributions and on the usages of the proceeds from the disposal of assets. All facilities are repayable without penalty with the remaining balance due at maturity on June 30, 2023.

ABOUT UNI-SELECT

With over 6,000 employees in Canada, the U.S. and the U.K., Uni-Select is a leader in the distribution of automotive refinish and industrial coatings and related products in North America, as well as a leader in the automotive aftermarket parts business in Canada. Uni-Select is headquartered in Boucherville, Québec, Canada, and its shares are traded on the Toronto Stock Exchange (UNS).

In Canada, Uni-Select supports over 16,000 automotive repair and collision repair shops and more than 4,000 shops through its automotive repair/installer shop banners and automotive refinish banners. Its national network includes over 1,000 independent customer locations and more than 75 company-owned stores, many of which operate under the Uni-Select BUMPER TO BUMPER®, AUTO PARTS PLUS® and FINISHMASTER® store banner programs.

In the United States, Uni-Select, through its wholly-owned subsidiary FinishMaster, Inc., operates a national network of over 175 automotive refinish company-owned stores under the FINISHMASTER® banner, which supports over 30,000 customers annually and is the primary supplier to more than 5,500 collision repair centre customers.

In the U.K. and Ireland, Uni-Select, through its Parts Alliance group of subsidiaries, is a major distributor of automotive parts supporting over 23,000 customer accounts with a network of over 175 company-owned stores. www.uniselect.com

CAUTION REGARDING FORWARD-LOOKING INFORMATION

Certain statements made in this press release are forward-looking statements. Forward-looking statements are typically identified by the words assumption, goal, guidance, objective, outlook, project, strategy, target and other similar expressions or future or conditional verbs such as aim, anticipate, believe, could, expect, intend, may, plan, seek, should, strive and will. Forward-looking statements in this press release include statements relating to our need of the additional liquidity and our ability to face the ongoing economic uncertainty. All such forward looking statements are made pursuant to the “safe harbour” provisions of applicable Canadian securities laws.
Forward-looking statements are, by their very nature, subject to inherent risks and uncertainties and are based on several assumptions, both general and specific, which may cause expressed expectations to be significantly different from those listed or implied within this press release and our business outlook, objectives, plans and strategic priorities may not be achieved. In particular, Uni-Select is facing significant impacts on its business as a result of the COVID-19 pandemic, witnessing a severe decline in revenue commencing mainly in the last half of March 2020. The COVID-19 pandemic has resulted in a major decline in economic activity in North America and the United Kingdom resulting in a decline in demand for Uni‑Select’s products and services, reduced workplace productivity resulting from government-ordered business closures and enhanced health and safety measures and compromised business continuity of certain of Uni-Select’s stores, suppliers, customers and/or partners. The duration and extent of the impact of the COVID-19 pandemic on Uni-Select’s business, including its operations and the market for its securities, will depend on future developments, which are highly uncertain and cannot be predicted at this time, and include the duration, severity and scope of the pandemic and the actions taken in various jurisdictions to contain or treat the outbreak. These impacts could in turn, amongst other things, negatively impact Uni-Select’s liquidities and/or its ability to remain in compliance with covenants under its indebtedness. Risks and uncertainties to which the forward-looking statements are subject also include the risk factors described in the Corporation’s Management’s Discussion & Analysis for the year ended December 31, 2019 under the heading “Risk Management” available on www.sedar.com as well as on Uni-Select’s website at www.uniselect.com. As a result, we cannot guarantee that any forward-looking statement will materialize, and we caution you against relying on any of these forward-looking statements. The forward-looking information contained herein is made as of the date of this press release, and Uni-Select does not undertake to publicly update such forward-looking information to reflect new information, subsequent or otherwise, unless required by applicable securities laws.

Uni-Select announces C$125 million convertible debenture financing and concludes Strategic Review Process

· Financing provides flexibility to pursue growth opportunities
· 9.5% shareholder Birch Hill Equity Partners Management Inc. affirms confidence in Uni-Select’s current strategic plan by acting as lead investor

Boucherville (Québec), December 18, 2019 – Uni-Select Inc. (TSX:UNS) (“Uni-Select” or the “Corporation”) is pleased to announce the completion of a private placement offering of C$125 million principal amount of convertible senior subordinated unsecured debentures (“Debentures”) (“Offering”).

Birch Hill Equity Partners Management Inc. (“Birch Hill”), as shareholder and lead investor in the Offering, subscribed for C$75 million principal amount of Debentures. The remaining C$50 million was purchased by institutional investors following a private marketing approach.

“With this investment, a group which includes some of our largest shareholders are demonstrating their confidence in our team, our strategy, and the direction we’re taking to drive long-term value, as we continue to yield tangible cost savings and sustainable profitability improvement from our Performance Improvement Plan,” said Brent Windom, President and Chief Executive Officer of Uni-Select Inc. and President and Chief Operating Officer, Canadian Automotive Group.

Uni-Select intends to use the net proceeds from the Offering to reduce borrowings under its senior debt credit facility and to pursue strategic growth opportunities.

RBC Capital Markets and BMO Capital Markets acted as co-agents and bookrunners on the Offering and National Bank Financial Markets acted as financial advisor to Birch Hill.

Conclusion of the Strategic Review Process
In September 2018, the Corporation announced that its Board of Directors (“Board”) had formed a Special Committee of independent members of the Board (“Special Committee”) to oversee a review of strategic alternatives with the goal of maximizing value for shareholders. Through this process, which included the review and evaluation of a number of alternatives, the Board has determined that modifying the capital structure with this financing and positioning the Corporation to pursue identified growth opportunities is the best alternative for maximizing value for shareholders. The Board and the Corporation remain open to evaluating future opportunities that align with its business strategies and enhance shareholder value.

Convertible Debentures Financing Details
The Debentures are being offered at a price of C$1,000 per C$1,000 principal amount of Debenture and will bear interest at a rate of 6.0% per annum, payable semi-annually in arrears on June 18 and December 18 commencing on June 18, 2020. The Debentures will mature on December 18, 2026 and will be convertible at the holder’s option into common shares of the Corporation (“Common Shares”) at a conversion price of C$13.57 per Common Share (the “Conversion Price”), representing a conversion rate of 73.69 Common Shares per C$1,000 principal amount of Debentures.

Uni-Select has granted Birch Hill certain governance rights in connection with its investment, including the right to designate two nominees on the board of directors, a pre-emptive right to maintain its pro rata ownership, and customary registration rights.

Appointment of Directors
Uni-Select is pleased to announce the appointment of David G. Samuel and Matthew B. Kunica as directors of the Corporation effective January 1, 2020.

 Mr. Samuel joined Birch Hill in 2005. He is Chairman of Groupe Distinction Inc. and serves on the boards of directors of Cozzini Bros, Inc. and Softchoice Corp. Prior to joining Birch Hill, Mr. Samuel had over 15 years of experience in private equity, operations, consulting and investment banking. Mr. Samuel’s experience includes serving as President, Rogers Cable (High Speed Internet Access) and working at McKinsey & Company and Morgan Stanley.

Mr. Kunica joined Birch Hill in 2003 and currently serves on the Boards of CCM Hockey, HomeEquity Bank and Bio Agri Mix. He has played a key role in Birch Hill’s investments in a diverse cross section of companies. Prior to joining Birch Hill, Mr. Kunica worked in the investment banking groups of both Credit Suisse First Boston and BMO Nesbitt Burns in Toronto.

Effective January 1, 2020, the Board of Directors of the Corporation will be composed of nine members and one vacancy which is expected to be used to add a new member and increase diversity before our next annual shareholder meeting.

“I wish to take this opportunity to thank David Bibby, Jeff Hall, George Heath, Dennis Welvaert and Michael Wright for their invaluable contributions to Uni-Select,” said Michelle Cormier, Chair of the Board of the Corporation. They will be leaving the Board effective January 1, 2020.

Impairment Loss on a Portion of the Goodwill
While Uni-Select is taking meaningful action to confront a series of headwinds in Europe, due to market softness and uncertainties surrounding Brexit, the Corporation will be recording a non-recurring, non-cash goodwill impairment charge between US$45 million and US$50 million, related to a portion of the goodwill of its operations in the U.K. This impairment will be reflected in the Corporation’s upcoming Q4 and year-end financial statements.

ABOUT UNI-SELECT
Uni-Select is a leader in the distribution of automotive refinish and industrial paint and related products in North America, as well as a leader in the automotive aftermarket parts business in Canada and in the UK. Uni‑Select is headquartered in Boucherville, Québec, Canada, and its shares are traded on the Toronto Stock Exchange (TSX) under the symbol UNS.
In Canada, Uni-Select supports over 16,000 automotive repair and collision repair shops through a growing national network of more than 1,100 independent customers and over 70 company-owned stores, many of which operate under the Uni-Select BUMPER TO BUMPER®, AUTO PARTS PLUS® AND FINISHMASTER® store banner programs. It also supports over 3,900 shops through its automotive repair/installer shop banners, as well as through its automotive refinish banners.
In the United States, Uni-Select, through its wholly owned subsidiary FinishMaster, Inc., operates a national network of over 180 automotive refinish company-owned stores under the FINISHMASTER banner which services a network of over 30,000 customers annually, of which it is the primary supplier to over 6,800 collision repair centre customers.
In the UK and Ireland, Uni-Select, through its Parts Alliance group of subsidiaries, is a leading distributor of automotive parts supporting over 23,000 customer accounts with a network of 180 company-owned stores. 


CAUTION REGARDING FORWARD-LOOKING INFORMATION
Certain statements made in this press release are forward-looking statements. These statements include, without limitation, the expected cost savings in relation to the Performance Improvement Plan and other statements that are not historical facts. Forward-looking statements are typically identified by the words assumption, goal, guidance, objective, outlook, project, strategy, target and other similar expressions or future or conditional verbs such as aim, anticipate, believe, could, expect, intend, may, plan, seek, should, strive and will. All such forward‑looking statements are made pursuant to the “safe harbour” provisions of applicable Canadian securities laws.

Forward-looking statements are, by their very nature, subject to inherent risks and uncertainties and are based on several assumptions, both general and specific, which may cause expressed expectations to be significantly different from those listed or implied within this press release and our business outlook, objectives, plans and strategic priorities may not be achieved. As a result, we cannot guarantee that any forward-looking statement will materialize, and we caution you against relying on any of these forward‑looking statements. The forward‑looking information contained herein is made as of the date of this press release, and Uni-Select does not undertake to publicly update such forward-looking information to reflect new information, subsequent or otherwise, unless required by applicable securities laws. Forward‑looking statements are presented in this press release for the purpose of assisting investors and others in understanding certain key elements of our expected 2019 financial results, as well as our objectives, strategic priorities and business outlook for 2019, and in obtaining a better understanding of our anticipated operating environment. Readers are cautioned that such information may not be appropriate for other purposes.

CONTACT INFORMATION
Pierre Boucher, CPA, CMA
Jennifer McCaughey, CFA
MaisonBrison Communications
Tel.: (514) 731-0000
pierre@maisonbrison.com
jennifer@maisonbrison.com
investorrelations@uniselect.com

Uni-Select Inc. appoints Brent Windom as President and Chief Executive Officer

Boucherville (Québec), April 29, 2019 – Uni-Select Inc. (TSX:UNS) (“Uni-Select”) is pleased to announce that Brent Windom, currently President and Chief Operating Officer, Canadian Automotive Group, has been appointed to the position of President and Chief Executive Officer, effective May 1, 2019.

Mr. Windom has over 30 years of experience of transformational change in the automotive aftermarket industry. During his career, he has held various leadership roles and served as President and Chief Executive Officer of Auto Plus ǀ Pep Boys, an important automotive aftermarket parts distributor in the U.S. His previous experience includes the positions of President and Chief Operating Officer of Uni‑Select USA, Inc., Senior Vice President, Sales and Marketing for the North American operations of Uni-Select, Senior Vice President, Sales and Marketing of Uni-Select USA, Inc. and Vice President of Marketing and Merchandising for Middle Atlantic Warehouse Distributor, Inc.

Mr. Windom has over 30 years of experience of transformational change in the automotive aftermarket industry

“Brent Windom has a profound understanding and unparalleled knowledge of both Uni-Select and the industry in which we evolve. He has demonstrated strong leadership capabilities over the years and his skill set is in perfect alignment with what the organization requires during its transformation. We are delighted to have him on board in this capacity,” said Michelle Cormier, Chair of the Board. “On behalf of my fellow Board members, I would also like to thank André Courville for his immense dedication and contribution during his mandate as Interim President and CEO.”

“I am honoured to be taking on this new role and I feel privileged to be leading such a talented team,” said Brent Windom. “As our industry is undergoing structural changes, this period also represents a pivotal moment in the history of Uni-Select. I intend to work in close collaboration with my colleagues in the Management team as we deploy our strategic initiatives, continue to focus on operational excellence and support the growth of our customers.”

Brent Windom is a member of the Board of Directors of the Automotive Industries Association of Canada. He also served on several industry boards in the U.S., of which the Automotive Warehouse Distributors Association (AWDA) and the Automotive Aftermarket Charitable Foundation (AACF).

ABOUT UNI-SELECT
Uni-Select is a leader in the distribution of automotive refinish and industrial paint and related products in North America, as well as a leader in the automotive aftermarket parts business in Canada and in the UK. Uni- Select is headquartered in Boucherville, Québec, Canada, and its shares are traded on the Toronto Stock Exchange (TSX) under the symbol UNS.

 In Canada, Uni-Select supports over 16,000 automotive repair and collision repair shops through a growing national network of more than 1,100 independent customers and over 70 company-owned stores, many of which operate under the Uni-Select BUMPER TO BUMPER®, AUTO PARTS PLUS® AND FINISHMASTER® store banner programs. It also supports over 3,900 shops through its automotive repair/installer shop banners, as well as through its automotive refinish banners. 
 
In the United States, Uni-Select, through its wholly-owned subsidiary FinishMaster, Inc., operates a national network of over 200 automotive refinish company-owned stores under the FINISHMASTER banner which services a network of over 30,000 customers annually, of which it is the primary supplier to over 6,800 collision repair centre customers. 
 
In the UK and Ireland, Uni-Select, through its Parts Alliance group of subsidiaries, is a leading distributor of automotive parts supporting over 23,000 customer accounts with a network of over 180 company-owned stores.

Uni-Select Inc. reports Q4 and full year 2018 results

Uni-Select reports double-digit increases for sales, EBITDA (1) and EPS (compared to the same quarter last year), driven by The Parts Alliance contribution

New Sales leadership and Branch opening at FinishMaster Additional branch openings for The Parts Alliance

Boucherville (Québec), July 16, 2018 – Uni-Select Inc. (“Uni-Select”, TSX: UNS), is pleased to announce the appointment of Chris Adams as Senior Vice President, Sales & Marketing at FinishMaster and the opening of new branches at FinishMaster and The Parts Alliance.

Chris is responsible for all US branches and is leading all sales and marketing efforts in the United States. He joins FinishMaster from ABRA Auto Body & Glass LP, a major multi-shop operator in the collision repair industry. Prior, he was in senior executive roles at Pep Boys and Enterprise Rent-A-Car.

FinishMaster has also opened a second location in Oregon. Located in Eugene, this new branch supports FinishMaster’s strategic expansion plan in the Northwest region and follows the opening of the Portland branch in January 2017.

“We are thrilled to have Chris join our team and help us accelerate profitable growth at FinishMaster. Additionally, the opening of our Eugene branch location helps us extend our customer coverage initiative in the Pacific Northwest,” said Steve Arndt, President and Chief Operating Officer, FinishMaster.

The Parts Alliance opened three new branches in the United Kingdom, two at the end of April and one at the end of June. The ongoing programme of openings is built upon continued investment from
The Parts Alliance, demonstrating its commitment to develop their trusted local motor factor brands, thereby marrying local service with national strength. This follows 4 branch openings since the beginning of 2018, for a total of 9 since the acquisition of The Parts Alliance by Uni-Select in August 2017.

The Parts Alliance now operates 176 branch locations.

“We are pleased with the expansion to our branch network as we continue to invest in trusted regional brands. We look forward to reaching new customers with our winning blend of leading automotive brands and industry-leading technology,” noted Peter Sephton, President and Chief Executive Officer, European Automotive Group.

“At Uni-Select, we are committed to extending our leadership positions in all three businesses. Building the best team and extending our customer coverage are key company initiatives,” added Henry Buckley, President and Chief Executive Officer of Uni-Select.

 

ABOUT UNI-SELECT

Uni-Select is a leader in the distribution of automotive refinish and industrial paint and related products in North America, as well as a leader in the automotive aftermarket parts business in Canada and in the UK. Uni Select is headquartered in Boucherville, Québec, Canada, and its shares are traded on the Toronto Stock Exchange (TSX) under the symbol UNS.

In Canada, Uni-Select supports over 16,000 automotive repair and collision repair shops through a growing national network of more than 1,100 independent customers and over 60 company-owned stores, many of which operate under the Uni-Select BUMPER TO BUMPER®, AUTO PARTS PLUS® AND FINISHMASTER® store banner programs. It also supports over 3,900 shops and stores through its automotive repair/installer shop banners, as well as through its automotive refinish banners.

In the United States, Uni-Select, through its wholly-owned subsidiary FinishMaster, Inc., operates a national network of over 200 automotive refinish company-owned stores under the FINISHMASTER banner which services a network of over 30,000 customers annually, of which it is the primary supplier to over 6,800 collision repair centre customers.

In the UK and Ireland, Uni-Select, through its Parts Alliance group of subsidiaries, is a leading distributor of automotive parts supporting over 23,000 customer accounts with a network of close to 200 locations including over 170 company-owned stores.

 

FORWARD-LOOKING INFORMATION

The information provided in this press release may include some forward-looking information, which could include certain risks and uncertainties, which may cause the final results to be significantly different from those listed or implied within this news release. For additional information with respect to risks and uncertainties, refer to the Annual Report filed by Uni-Select with the Canadian securities commissions. The forward-looking information contained herein is made as of the date of this press release, and Uni‑Select does not undertake to publicly update such forward-looking information to reflect new information, subsequent or otherwise, unless required by applicable securities laws.

Network Of Garages Reports Record Growth