IMPCO Technologies Announces Completion of BRC Acquisition
April 04 2005 - 10:00AM
PR Newswire (US)
IMPCO Technologies Announces Completion of BRC Acquisition
CERRITOS, Calif., April 4 /PRNewswire-FirstCall/ -- IMPCO
Technologies, Inc. (NASDAQ:IMCO) announced today that it has
completed the acquisition of B.R.C., Societa a Responsibilita
Limitata, headquartered in Cherasco, Italy. BRC is a leading
developer and manufacturer of alternative fuel systems and
components. This was the final step in this transaction, which
involved a purchase of 50% of BRC's outstanding equity interests
from its founders, Mariano Costamagna and Pier Antonio Costamagna.
In exchange for the founders' equity interest the company issued
5,098,284 shares of IMPCO common stock and paid approximately US$10
million in cash. IMPCO previously had acquired 50% of BRC's equity
interest from the founders and their families in a series of
related transactions between October 2002 and July 2003. In
connection with this transaction, Mariano Costamagna became IMPCO's
chief executive officer on January 1, 2005. Mr. Costamagna was very
optimistic about the outcome of the closing of the transaction,
saying that, "We are very happy to have completed this transaction,
which represents the culmination of nearly three years' work and
solidifies the relationship between these companies. Most
importantly, we can now begin to focus our attention on our core
business operations: using our financial resources efficiently to
exploit what appears to be tremendous market potential. With the
recent, rapid increases in the cost of crude oil," Mr. Costamagna
noted, "there has never been a better time for us to improve our
operations and our financial results." In order to realize on these
opportunities, Mr. Costamagna stated that the new management team
will: * Make the best efforts to reduce operating costs with the
tremendous synergies that we expect to generate as a consequence of
the transaction. * Approach the company's business from a
commercial perspective, "focusing on our core competencies of
developing, designing and manufacturing alternative fuel systems
components," said Mr. Costamagna. * Adopt a plan for restructuring
the company to improve operating efficiency and reliability. *
Leverage the complementary product and geographic strengths that
exist among the newly combined entities, IMPCO and BRC. IMPCO also
announced the appointment of a new independent director, Marco Di
Toro. Mr. Di Toro is a partner in the law firm of Grosso, de
Rienzo, Riscossa, Gerlin e Associati in Turin, Italy and holds a
law degree from Universita Cattolica del Sacro Cuore, Milan
(Catholic University of Sacred Heart of Jesus, Milan). Mr. Di Toro
is expected to serve on the company's nominating committee and
compensation committee. Cautionary Statement about Forward Looking
Information Except for historical information, the statements,
expectations and assumptions contained in the foregoing press
release are forward-looking statements. Forward-looking statements
in this release include, but are not limited to, management's
expectations regarding the success of our plans to integrate the
businesses and realize the synergies and other benefits we expect
from the transaction. Such statements are subject to a number of
risks and uncertainties, and actual results could differ materially
from those discussed in any forward-looking statement. Factors that
could cause actual results to differ materially from such
forward-looking statements include, among other factors, the
reaction of the securities markets to changes in our management and
business strategy; our ability effectively to integrate our
management team as the transition continues; the combined company's
ability to meet OEM specifications; the success of our recently
announced programs with strategic partners; factors that impact
growth in international markets; and the level and success of the
company's development programs with OEMs. Readers also should
consider the risk factors set forth from time to time in the
company's SEC reports, including but not limited to those contained
in the section entitled "Management's Discussion & Analysis of
Financial Condition and Results of Operation -- Risk Factors" in
its annual report on Form 10-K for the fiscal year ended December
31, 2003. The company does not undertake to update or revise any of
its forward-looking statements even if experience or future changes
show that the indicated results or events will not be realized.
About IMPCO Technologies IMPCO Technologies, Inc., along with its
wholly owned subsidiary, BRC, S.r.l., is a leading source of
advanced alternative fuel systems technology and components for
internal combustion engines. Our products enable these engines to
function using efficient, environmentally friendly gaseous fuels
such as propane, natural gas and biogas. IMPCO/BRC products improve
efficiency and performance while reducing emissions. IMPCO is a
major supplier to original equipment manufacturers and the
aftermarket in the bus and truck, industrial and power generation
markets, as well as to the automotive aftermarket. BRC is a world
leader in alternative fuel systems in the automobile and light
transportation sectors. IMPCO and BRC support a global aftermarket
through a network of more than 400 distributors and dealers, and 12
regional offices. For further information, please contact Dale
Rasmussen, Vice President, Investor Relations. Phone:
+1-206-315-8242 Fax: +1-206-315-8301 DATASOURCE: IMPCO CONTACT:
Dale Rasmussen, Vice President, Investor Relations of IMPCO,
+1-206-315-8242, Fax, +1-206-315-8301
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