LKQ Corp. has signed a definitive agreement to acquire Stahlgruber GmbH from Stahlgruber Otto Gruber AG for an enterprise value of approximately €1.5 billion (approximately $1.8 billion USD).
Headquartered in Germany, Stahlgruber is a leading European wholesale distributor of aftermarket spare parts for passenger cars, tools, capital equipment and accessories with operations in Germany, Austria, the Czech Republic, Italy, Slovenia and Croatia, with further sales to Switzerland. Stahlgruber’s facilities include 228 sales centers, six warehouses and an advanced logistics center that is strategically located in Germany, serving more than 100,000 professional clients and offering more than 500,000 SKUs.
LKQ expects to complete the transaction late in the first quarter or early in the second quarter of 2018, subject to required regulatory approvals.
“This transformative acquisition solidifies LKQ as a leading Pan-European aftermarket mechanical parts distributor, and further enhances our global diversification strategy,” said Dominick Zarcone, president and CEO of LKQ Corp. “Stahlgruber has a history of delivering above-market growth and its stellar industry reputation is an ideal fit with our culture; we are extremely proud to welcome the approximately 6,600 Stahlgruber employees to the LKQ family. Importantly, we believe that our combined efforts will create tremendous long-term value for our customers and stockholders and growth opportunities for our collective team members.”
John Quinn, CEO and managing director of LKQ Europe, added, “Stahlgruber will create a contiguous footprint and serve as an additional strategic hub for our European operations, allowing for continued improvement in procurement, logistics and infrastructure optimization. The LKQ Europe management team and I look forward to working with Stahlgruber’s management team and leveraging our combined best practices to maximize the benefits of scale across the continent.”
Heinz Reiner Reiff, CEO of Stahlgruber Otto Gruber AG, also commented, “This combination is a natural fit for both LKQ and Stahlgruber. I am very excited about the meaningful benefits that will occur by combining our complementary cultures and industry-leading management, which together position Stahlgruber to achieve the continued growth of its European businesses. Our acceptance of LKQ shares as part of the consideration emphasizes our belief in the value of this combination.”
Stahlgruber’s 2017 annual revenue is estimated to be approximately €1.6 billion (approximately $1.9 billion USD). LKQ said it expects the transaction to be accretive to its adjusted diluted earnings per share during the first year after the closing. These projected results exclude amortization of acquired intangibles, restructuring and acquisition-related expenses.
LKQ intends to finance the acquisition with the proceeds from planned debt offerings, borrowings under its existing revolving credit facility and the direct issuance to Stahlgruber’s owner of 8,055,569 newly issued shares of LKQ common stock. As of Dec. 1, LKQ had approximately $1.4 billion of available borrowing capacity under its recently amended credit facility.
Bank of America Merrill Lynch and Credit Suisse are acting as financial advisers, Baker McKenzie (Germany) is acting as M&A counsel, and K&L Gates (Chicago) is acting as U.S. securities counsel, to LKQ Corp. Deutsche Bank is serving as the exclusive financial adviser, and Hengeler Mueller is providing legal counsel to Stahlgruber’s owner.