Attached files
| file | filename |
|---|---|
| 8-K - Dealertrack Technologies, Inc | v207729_8k.htm |
| EX-2.1 - Dealertrack Technologies, Inc | v207729_ex2-1.htm |
Exhibit
99.1
CONTACT:
Elizabeth
Besen
Director
of Investor Relations
elizabeth.besen@dealertrack.com
(516)
734-3859
DEALERTRACK
TO ACQUIRE TRIVIN HOLDINGS, INC.
Expands
DealerTrack’s Suite of Solutions to Include Automobile Title Management
and
Vehicle
Registration Transactions
Lake Success, N.Y., January 10, 2011 – DealerTrack Holdings,
Inc. (Nasdaq: TRAK) announced today that it has signed an agreement to acquire
triVIN Holdings, Inc. (“triVIN”), a leading provider of automobile title
management services to lenders and vehicle registration services to automobile
dealers. DealerTrack will pay approximately $131 million, net of any
cash acquired, and the transaction will be financed with existing cash. The
acquisition is expected to significantly expand the breadth of
DealerTrack’s transaction business, and to further strengthen DealerTrack’s
relationships with lenders and automobile dealers. The
acquisition is expected to close in the first quarter of 2011, subject to
customary closing conditions.
FDI
Collateral Management (“FDI”), one of triVIN’s two primary businesses, provides
electronic and paper-based lien and title solutions that allow lenders to
outsource the management of vehicle and titles held as collateral for
loans. This business is an excellent complement to DealerTrack’s
existing electronic contracting and paper processing services, and will create a
comprehensive suite of outsourced solutions for lenders. FDI provides
services to some of the nation's largest banks and captive automotive finance
companies, many of which are existing customers of DealerTrack. FDI
connects more than 2,000 lenders with state Departments of Motor Vehicles (DMVs)
to process, monitor and report electronic lien and title data.
General
Systems Solutions (“GSS”), which is triVIN’s other primary business, provides
vehicle registration solutions that allow automobile dealers, fleet companies
and other third-parties to electronically register vehicles with DMVs in twelve
states, and provides paper-based solutions that allow its customers to obtain
vehicle registrations in all fifty states. GSS has relationships with
more than 4,000 dealers, rental and fleet companies.
Through
mytitlesupport.com and RegUSA, triVIN helps make on-line title and electronic
vehicle registration transactions easier and more efficient for consumers,
dealers and lenders. triVIN and its businesses will be key building
blocks for DealerTrack to continue to build its leadership position in providing
a comprehensive set of purchase and financing solutions for the retail
automobile market, both in store and online.
triVIN is
currently a portfolio company of American Capital, Ltd. (Nasdaq: ACAS) and
is headquartered in Groton, Connecticut, with a major facility in
Sacramento, California. While triVIN’s 2010 financial statements are not yet
finalized, we expect its 2010 revenue to be between $54 and $56
million.
Signature
Page - Merger Agreement
Mark F.
O’Neil, chairman and chief executive officer of DealerTrack, commented, “The
combination of DealerTrack’s and triVIN’s businesses creates a comprehensive
suite of transaction services available to automobile lenders and dealers. We
believe the combined entity will benefit considerably from the ability to
cross-sell value-added solutions and services.” O’Neil continued,
“We also believe that this acquisition will better position DealerTrack
long-term to facilitate the online purchase and financing of
vehicles.”
Mark
Furcolo, president and chief executive officer of triVIN, commented, “We are
very excited to join forces with DealerTrack since our combined businesses are
complementary.” Furcolo continued, “This transaction will benefit our customers
by allowing us to offer a broader array of services through one
organization. We believe the combination will allow us to leverage our
platforms and accelerate the development of new services for our
customers.”
The
triVIN executive team is expected to remain with the combined
company.
The
acquisition has been approved by the respective Boards of Directors of both
DealerTrack and triVIN. The transaction has also been approved by triVIN’s
stockholders.
DealerTrack
was represented by O’Melveny and Meyers LLP in this transaction.
Conference
Call
DealerTrack
will host a conference call to discuss this acquisition on January 10, 2011
at 10:00 am Eastern Time. The conference call will be
webcast live on the Internet at http://ir.dealertrack.com/eventdetail.cfm?eventid=90806. In
addition, a live audio of the call will be accessible to the public by calling
(877) 303-6648 (domestic) or (970) 315-0443 (international); no access code is
necessary. Callers should dial in approximately 10 minutes before the call
begins. A replay will be available on the DealerTrack website until January 24,
2011.
About
DealerTrack (www.dealertrack.com)
DealerTrack's
intuitive and high-value software solutions enhance efficiency and profitability
for all major segments of the automotive retail industry, including dealers,
lenders, OEMs, agents and aftermarket providers. Our solution set for dealers is
the industry's most comprehensive. DealerTrack operates the industry's largest
online credit application network, connecting approximately 17,000 dealers with
over 900 lenders. Our Dealer Management System (DMS) provides dealers with
easy-to-use tools and real-time data access that will streamline any automotive
business. Dealers using DealerTrack AAX get the inventory management tools and
services needed to accelerate turns and increase profit. Our Sales/Finance and
Insurance solution enables dealers to streamline the entire sales process while
structuring all types of deals from a single integrated platform. DealerTrack's
Compliance solution helps dealers meet legal and regulatory requirements and
protect their hard-earned assets. DealerTrack's family of companies also
includes data and consulting services providers ALG and Chrome
Systems. For more information, visit www.dealertrack.com.
Signature
Page - Merger Agreement
About
triVIN Holdings, Inc. (www.trivin.com)
triVIN
Holdings, Inc, through its operating subsidiaries, provides solutions that
streamline motor vehicle credentialing. From registration and titling
to collateral management, triVIN services dealerships, leasing companies, rental
agencies, financial institutions, and consumers nationwide. The
company’s suite of products and services help users increase efficiency, save
money, and provide superior customer service. FDI offers electronic
lien and title management services for liens and loans, while GSS enables
processing of motor vehicle transactions. RegUSA processes
cross-state vehicle transactions.
Safe Harbor for
Forward-Looking and Cautionary Statements
Statements
in this press release regarding benefits to DealerTrack and its customers of the
pending acquisition of triVIN by DealerTrack, triVIN’s expected 2010 revenues,
possible cross- selling opportunities from the pending acquisition, and all
other statements in this release other than the recitation of historical facts
are forward-looking statements (as defined in the Private Securities Litigation
Reform Act of 1995). These statements involve a number of risks,
uncertainties and other factors that could cause actual results, performance or
achievements of DealerTrack to be materially different from any future results,
performance or achievements expressed or implied by these forward-looking
statements.
Factors
that might cause such a difference include: economic trends that affect the
automotive retail industry or the indirect automotive financing industry
including the number of new and used cars sold; reductions in auto dealerships;
the impact of some vendors of software products for automotive dealers making it
more difficult for triVIN’s customers to use triVIN’s solutions and services;
the ability of DealerTrack to integrate triVIN’s business; DealerTrack’s success
in expanding its customer base and product and service offerings, and other
risks listed in DealerTrack’s reports filed with the Securities and Exchange
Commission (SEC), including its most recent Annual Report on Form 10-K. These
filings can be found on DealerTrack’s website at www.dealertrack.com and the
SEC’s website at www.sec.gov. Forward-looking statements included herein speak
only as of the date hereof and DealerTrack disclaims any obligation to revise or
update such statements to reflect events or circumstances after the date hereof
or to reflect the occurrence of unanticipated events or
circumstances.
TRAK-E
###
Signature
Page - Merger Agreement