Dealer Tire, LLC (the “Company”), a national leader in replacement tire distribution for automotive dealerships, today announced that it intends to offer $350 million in aggregate principal amount of senior notes due 2028 (the “Notes”) in a private offering (the “Offering”), subject to market and other conditions. DT Issuer, LLC (“DT Issuer,” and together with the Company, the “Issuers”), the Company’s wholly-owned subsidiary, will act as co-issuer in the Offering. The Notes will be unsecured senior obligations of the Issuers and will be guaranteed by certain of the Company’s domestic subsidiaries (other than DT Issuer), including those acquired in the Dent Wizard Acquisition (as defined below).
The Company intends to use the net proceeds from the proposed Offering, together with cash on hand, certain cash equity and the proceeds of the borrowing under new senior secured credit facilities to (i) finance the acquisition of DWH Holdings, Inc., the parent company of Dent Wizard International Corporation (the “Dent Wizard Acquisition” or “Dent Wizard”), (ii) finance the repayment of substantially all of Dent Wizard’s existing indebtedness and a portion of the Company’s outstanding indebtedness under its revolving credit facility, (iii) pay transaction expenses and fees incurred in connection with the foregoing and (iv) to the extent of any remaining proceeds, for working capital and other general corporate purposes.
The Notes and related guarantees have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), any state securities laws or the securities laws of any other jurisdiction, and may not be offered or sold in the United States, or for the benefit of U.S. persons, except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities or blue sky laws. Accordingly, the Notes and related guarantees are being offered only to persons reasonably believed to be “qualified institutional buyers,” as that term is defined under Rule 144A of the Securities Act, or outside the United States to non-“U.S. persons” in accordance with Regulation S under the Securities Act.
This press release shall not constitute an offer to sell, a solicitation to buy or an offer to purchase or sell any securities. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such offer, solicitation or sale would be unlawful. Any offer, or solicitation to buy, if at all, will be made only by means of a confidential offering memorandum.
About Dealer Tire
Dealer Tire, LLC is a family business that was founded in 1999 by the then owners of the former Mueller Tire & Brake, a Cleveland-based retail chain founded in 1918. Dealer Tire manages replacement tire and parts programs representing more than 20 automotive OEM brands in the U.S. It serves more than 8,000 automotive dealerships from over 40 distribution centers across North America.
About Dent Wizard
Dent Wizard International, established in 1983, is a North American provider of automotive reconditioning services and vehicle protection products. Services include paintless dent removal, minor body repair including bumpers, wheel restoration, interior repair, appraisal and catastrophe support, key origination and duplication, plus finance & insurance products. Dent Wizard serves many of the automotive industry’s leading companies through a diverse mix of customer channels: dealers, auctions, rental, finance & insurance and catastrophe/OEM, which includes auto body shops and insurance companies.
This press release includes statements that express the Company’s opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results and therefore are, or may be deemed to be, “forward-looking statements.” These forward-looking statements can generally be identified by the use of forward-looking terminology, including the terms “believes,” “anticipates,” “expects,” “estimates,” “seeks,” “projects,” “intends,” “plans,” “may,” “will” or “should” or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts, and include statements related to the Offering and the use of proceeds therefrom. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Although we base these forward-looking statements on assumptions that we believe are reasonable when made, we caution you that forward-looking statements are not guarantees and you are cautioned to not place undue reliance on these forward-looking statements. Any forward-looking statements that we make in this press release speak only as of the date of those statements, and we undertake no obligation to update those statements or to publicly announce the results of any revisions to any of those statements to reflect future events or developments.