Polaris Industries Inc. Announces Agreement to Acquire Transamerican Auto Parts

Polaris Industries Inc. Announces Agreement to Acquire Transamerican Auto Parts

 

    • Vertically integrated, multi-channel market leader in Off-Road Jeep and truck aftermarket accessories with sales of approximately $740 million and significant growth potential

    • Highly complementary products serving off-road enthusiast customers; extends Polaris market reach

    • Compelling financial benefits, including significant synergy opportunities

    • Expected accretion to earnings per share, excluding purchase accounting/acquisition costs, for the full year 2017

 

MINNEAPOLIS, MN (October 12, 2016) — Polaris Industries Inc. (NYSE: PII) (“Polaris” or the “Company”) announced today that it has entered into an agreement to acquire Transamerican Auto Parts Company (“TAP”), a privately held, vertically integrated manufacturer, distributor, retailer and installer of off-road Jeep and truck accessories, for an aggregate consideration of $665 million, subject to customary closing adjustments. After adjusting for the $115 million estimated net present value of future tax benefits, the purchase price implies a multiple of approximately 9.0 times TAP’s EBITDA for the 12 months ended September 30, 2016.

 

 TAP is a leader in the highly fragmented and growing $10+ billion Jeep and truck accessory market. TAP sells and installs an extensive line of accessories for Jeep and truck enthusiasts, including products manufactured under its seven proprietary, industry-leading aftermarket brands: PRO COMP®, RUBICON EXPRESS, SMITTYBILT®, POISON SPYDER™, G2™, LRG® and TRAIL MASTER®. TAP is the largest retailer and installer in the North American market, selling through its own retail and on-line network while also supporting numerous independent accessory retailers/installers.

For the last 12 months ended September 30, 2016, TAP generated approximately $740 million in sales, and from 2012 through 2015, achieved compound annual sales growth of 15 percent and compound annual EBITDA growth of 17 percent.

 
 

 

 

 “We are excited to add TAP’s market leading multi-channel business, proprietary brands, proven management team and experienced employees to the Polaris portfolio,” said Polaris Chairman and Chief Executive Officer Scott W. Wine. “This transaction is consistent with our long term strategy, provides us an immediate leadership position in a growing market, and allows us to accelerate Polaris’ growth and profitability. TAP’s products and services for customers in the off-road four-wheel-drive (‘4WD’) market correspond closely to our Off-Road Vehicle (‘ORV’) business. Further, by broadening TAP’s proprietary product lines, expanding its retail and distribution footprint, where appropriate, and cross-selling both companies’ extensive product offerings to a large combined installed base, we believe we will create significant value for our stakeholders. Our similar cultures, centered on innovative brands and performance, make TAP a great addition to Polaris’ expanding portfolio.”

 

 “Over the past 55 years, our employees have built a company that prides itself on serving our customers with

quality products at competitive prices,” said Greg Adler, TAP’s President and Chief Executive Officer. “We see

tremendous opportunity for further growth as we become an integral part of the Polaris organization. Combining

TAP with Polaris’ aftermarket brand portfolio facilitates significant synergies, while Polaris’ financial resources

provide the backing we need to pursue a variety of growth prospects we have identified across the organization.”

 

Strategic and Financial Benefits

 

    • Highly Complementary Product Lines: This acquisition creates a leading company across the 4WD offroad enthusiast market and extends Polaris’ presence in aftermarket accessories to attract new consumers to Polaris’ existing portfolio. In particular, TAP’s four-wheel-drive aftermarket products are highly complementary to Polaris ORV business.

 

    • Expanded Accessories Portfolio and New Product Innovation Capabilities: Significant opportunities exist to incorporate TAP’s considerable off-road product development expertise into the creation of innovative accessories and capabilities for Polaris Engineered product offerings, while utilizing Polaris’financial strength to accelerate TAP’s product development for its Jeep and truck customers.

   

    • Significant Growth Potential: TAP manufactures and sources seven proprietary brands and sells and distributes products through multiple channels, including 75 4Wheel Parts stores and two robust online platforms (www.4wheelparts.com and www.4wd.com). TAP sells its brands, as well as more than 200 non-proprietary leading brands, through its own distribution channels and various independent retailers/installers. Polaris’ financial strength creates opportunities to accelerate TAP’s market penetration, and where appropriate, sell select Polaris aftermarket brands through TAP’s retail outlets.

 

    • Compelling Financial Benefits: The transaction is expected to be accretive to Polaris’ earnings per share, excluding purchase accounting/acquisition costs, for the full year 2017. The Company expects meaningful annual cost savings within three years following closing, primarily from efficiencies related to procurement, distribution, and expanded product offerings.

 

 The transaction is subject to regulatory approval and other customary closing conditions, and is expected to close by year-end 2016. Following the closing of the transaction, TAP will operate as a distinct business unit reporting to Steve Eastman, Polaris’ PG&A President. Polaris expects to fund the acquisition with borrowings under existing credit facilities.

 

 

 BofA Merrill Lynch acted as exclusive financial advisor to Polaris, and Faegre Baker Daniels LLP acted as Polaris’ legal advisor. Jefferies acted as lead financial advisor to Transamerican. Houlihan Lokey also served as financial advisor to TAP and Sullivan & Cromwell acted as TAP’s legal advisor.

 

Call and Webcast information

 

 Polaris Industries Inc. will host a conference call and webcast today at 8:00 a.m. central time to further discuss the TAP acquisition. The call will be hosted by Scott Wine, Chairman and Chief Executive Officer; Mike Speetzen, Chief Financial Officer; and Bob Mack, Senior Vice President, Corporate Development and Strategy. A slide presentation and link to the webcast will be posted on the Polaris Investor Relations website at ir.polaris.com. To listen to the conference call by phone, dial 877-706-7543 in the U.S. and Canada, or 973-200-3967 internationally. The Conference ID is # 98314655.

 

A replay of the conference call will be available approximately two hours after the call for a one-week period by accessing the same link on our website, or by dialing 855-859-2056 in the U.S. and Canada, or 404-537-3406 internationally.

 

About Polaris

 

 Polaris Industries Inc. (NYSE: PII) is a global powersports leader with annual 2015 sales of $4.7 billion. Polaris fuels the passion of riders, workers and outdoor enthusiasts with our RANGER®, RZR® and Polaris GENERAL™ side-by-side off-road vehicles; our SPORTSMAN® and Polaris ACE® all-terrain off-road vehicles; Victory® and Indian Motorcycle® midsize and heavyweight motorcycles; Slingshot® moto-roadsters; and Polaris RMK®, INDY®, Switchback® and RUSH® snowmobiles. Polaris enhances the riding experience with parts, garments and accessories sold under multiple recognizable brands, and has a growing presence in adjacent markets globally with products including military and commercial off-road vehicles, quadricycles, and electric vehicles. www.polaris.com

 

 

                                

 

                  Media Contact                                   Investor Contact

                  Kelly Basgen 763-519-1740               Richard Edwards 763-513-3477

                  kelly.basgen@polaris.com                  richard.edwards@polaris.com

  

 

 

 

 

 

 

 

 

Except for historical information contained herein, the matters set forth in this news release, including management’s expectations regarding the effective purchase price, financing of the purchase price, timing of closing, synergies and other benefits of the acquisition, and future performance of TAP and the combined companies are forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ materially from those forward-looking statements. Potential risks and uncertainties include factors such as the proposed transaction may not be completed, or completed within the expected timeframe; costs relating to the proposed transaction may be greater than expected; the possibility that a governmental entity may prohibit, delay or refuse to grant a necessary regulatory approval in connection with the proposed transaction; anticipated tax benefits may not be achieved by the Company; problems may arise in integrating the businesses of the two companies and the integration may not be successful; the combined companies may be unable to achieve the anticipated synergies or those benefits may take longer to realize than expected; the businesses of one or both companies may suffer as a result of uncertainties surrounding the proposed transaction including disruption of relationships with customers, employees or suppliers; increased competition and its effect on pricing; the combined companies may not perform as expected following the closing; and other risks beyond the control of either party. Investors are also directed to consider other risks and uncertainties discussed in documents filed by the Company with the Securities and Exchange Commission. The Company does not undertake any duty to any person to provide updates to its forward-looking statements.

 

LRG® is a registered trademark of Custom Wheel House, LLC

Polaris RZR XP Turbo - Recall Notification

Today, Polaris announced that they have an approved corrective-action plan for its RZR XP Turbo vehicles, following the stop-sale/stop-ride advisory in late July.  Owners of model-year 2016 RZR XP Turbo vehicles can now contact their dealer to arrange for service, and Polaris will be giving all 2016 RZR XP Turbo owners an additional 12 months of warranty. 

In addition, all owners of recalled RZR 900 or 1000 vehicles who have their recall work completed by the end of 2016 will receive either a 12-month warranty extension for vehicles that were in warranty at the time of the recall, or a $250 voucher for accessories for vehicles that were out of warranty.  All owners with recalled RZRs also qualify for a $1,000 loyalty discount on the purchase of any Polaris side-by-side between now and the end of 2017.

 

 

3rd Annual Idaho Dunes UTV Invasion Powered by Boondocker returns to St Anthony Sand Dunes Labor Day Weekend 2016.

 

7/26/16 St Anthony Idaho - The popular UTV Invasion Powered by Boondocker event, held annually in St Anthony Idaho will take place September 1st - 5th at the popular St Anthony Sand Dunes.  Idaho Dunes RV resort will serve as the host location featuring a concert stage, vendor row as well as onsite camping and amenities.

Attendees will enjoy a wide range of new and classic sponsored events throughout the weekend including guided group rides, concert, show’n shine, the infamous UTV teeter totter and new for this year, the Rugged Radios relay.  Contestants will be blindfolded and “coached” by a teammate using a Rugged Radios headset while driving through a low speed obstacle course.

“We’re working to make this event more affordable while still providing great value for our attendees” said event promoter Dave Kuskie.  “We really want to encourage duners and enthusiasts to venture out of Southern California, Oregon and other riding areas to experience the big dunes in St Anthony for themselves.”

The big dunes of St Anthony stretch nearly 12 miles and make up over 10,000 acres of the largest and tallest dunes in North America.  What St Anthony lacks in area, it more than makes up for in size. With incredibly tall dunes and bowls like Choke Cherry Hill and Devils Dune.

Organizers are pleased to announce that Can-Am will have it’s demo fleet of ATV and UTV vehicles on site and a long list of sponsors and vendors have stepped up to participate in this year’s event.  “Rugged Radios is covering the price of admission for every attendee and we’ve got new sponsors and vendors signing up every week” says Kuskie.  “We really want to make this the go-to UTV Event of the Year. Judging by the feedback we’ve received, we are well on our way.” 

For complete details, info on camping reservations and general questions please visit www.UTVInvasion.com.
About UTV Invasion Powered by Boondocker

UTV Invasion is a leading UTV and offroad event held annually at the St Anthony Sand Dunes in St Anthony Idaho.  In addition to 10,000 acres of open dune riding, the event includes a concert, show’n shine, guided rides, industry celebrity appearances, UTV Teeter Totter and more.  The event takes place at Idaho Dunes RV Resort every Labor Day weekend.

Polaris Introduces 2017 Off-Road Products

Polaris, the worldwide leader in off-road vehicles, is announcing 11 new models, several product enhancements, and a new, ground-breaking technology that expands the off-road riding experience like never before.

The 2017 news stems from Polaris’ relentless pursuit of innovation, and its commitment to building the very best off-road solutions for its riders.

 

• The new, groundbreaking technology RIDE COMMAND™ is a unique solution that

solves the most common experiential problems of off-road riding by connecting

the disconnect.

With the RIDE COMMAND™ app and an intuitive, weather-resistant RIDE

COMMAND™ 7-in. (17.8-cm.) display, the system connects people to their machines and people to people for a more social off-road experience. RIDE COMMAND is

available on the RZR XP 1000 EPS Velocity Blue Limited Edition.

 

 

 

• RANGER® introduces the all-new flagship, the RANGER XP 1000, with the most

powerful engine ever in utility side-by-side and exclusive Three-Mode Throttle Control.

 

For carrying more passengers, Polaris also is introducing the new RANGER CREW XP

1000. In addition, there are new models across every price point and consumer application.

 

 

 

 

• Polaris GENERAL™ answers the demands of consumers by introducing a new four-seat

model and new features on its existing, two-seat model.

 

 

• Sportsman® redesigns and re-launches its high-powered flagship models, with 90

horsepower and an all-new body for an unmatched sport-utility ATV experience. Also being introduced are ATVs for new applications and more value into the lineup.

 

 

• Polaris ACE™ delivers everything customers have asked for by introducing a more

powerful and affordable entry-level model, adding performance and ride quality on a
trail-capable vehicle, and introducing a big-power and suspension option to the lineup.

 

• Polaris Engineered Accessories™ further enhances its already expansive accessory

offering for more customization options across the brands.
 

Polaris RZR

Polaris RZR has defined recreational side-by-sides by offering the broadest line of vehicles

including trail, high-performance and four-seat offerings, all of which have the ultimate
combination of power, suspension, agility, comfort and customization.
 

For razor-sharp performance for the trails and rocks, Polaris is introducing the new RZR XP

1000 EPS Gold Matte Metallic Limited Edition. The vehicle offers all of RZR XP’s hallmark
performance versatility to dominate it all with unique features for premium trail riding and rock crawling that include: a new 55-percent-lower low gear; all-new Xtreme Performance All-Wheel Drive (AWD) system; and a factory-installed, turnkey accessory package with premium trail and rock accessories.

For the off-road enthusiast who wants a premium ride and handling at a value, Polaris
is introducing the new 45-horsepower RZR S 570 EPS, the best 60-in. (152.4-cm) Sport
Side-by-Side under $13,000 U.S. The vehicle offers another opportunity for price-conscious and new consumers to enjoy the RZR experience with a passenger, and to join the thousands of people who already ride RZRs.

 
New! RIDE COMMAND™

For the first time, Polaris is introducing a vehicle enabled with RIDE COMMAND. RIDE

COMMAND was created based on the recognition that while off-road riding is often intended to be a social experience, in reality it is often disconnected, due to the inability to communicate with passengers and other vehicles, losing members in the group during a ride, and trying to integrate different gadgets such as cell phones and GoPro® cameras. RIDE COMMAND is a unique solution that solves the most common experiential problems with off-road riding by connecting the disconnect. With the RIDE COMMAND™ app and an intuitive, weather-resistant RIDE COMMAND™ 7” (17.8-cm.) Display, the system connects people to their machines and people-to-people for a more social off-road experience.Users are able to map rides in advance and transfer waypoints from their phones to the display via Bluetooth®, plan and share their ride stats, and track their friends’ locations while riding. In addition, drivers can integrate devices such as mobile phones to receive messages and play music, control their GoPro, and sync Sena headsets to talk to passengers all through the RIDE COMMAND™ 7” (17.8-cm.) Display. RIDE COMMAND is available on the RZR XP 1000 EPS Velocity Blue Limited Edition and as an accessory through Polaris Engineered Accessories™.

 
 

Polaris RANGER

   

Polaris RANGER is the industry’s No.1 selling utility vehicle (UTV) lineup offering the most comprehensive and versatile family of vehicles for hunt, farm, trail and mud.

  

For Model Year 2017, Polaris RANGER

raises the bar with the introduction of the world’s most powerful family of UTVs. For even more extreme performance, Polaris welcomes the new 80-horsepower RANGER

XP 1000 and CREW XP 1000 vehicles, highlighted by base, EPS and new special editions. Along with the core models, Polaris again leads the industry with

innovative, special editions including two new High Lifter mud editions in Full-Size and CREW;

 

 

the hard-working RANGER XP 1000 EPS Ranch Edition;

 

and the industry’s first gas-powered UTV with heating, ventilation and air conditioning (HVAC) on the RANGER XP 1000 EPS NorthStar HVAC and CREW HVAC Editions.

 With the introduction of the new RANGER XP 1000, Polaris is offering its best selling side-by-side of all time, the RANGER XP 900, at an unprecedented value
For $1,200 less than previous years, customers can own a premium, full-size vehicle at an unmatched price and experience all the features of one the most awarded side-by-side lineups. The price reduction is available on the in-mold base and Electronic Power Steering (EPS) models. The RANGER CREW 900 models also will be offered at $1,000 less than previous years.

   

Polaris GENERAL

  

The Polaris GENERAL set a new standard in off-road comfort and refinement – built to work

hard and play harder – when it was introduced in November 2015. With class-leading features needed to tackle the trails and a work ethic to handle tough jobs, the Polaris GENERAL has become one of the hottest side-by-side offerings on the market.

For Model Year 2017, Polaris answers the demands of consumers with the new benchmark in multi-passenger comfort, the Polaris GENERAL 4 1000 EPS.

 

 

The GENERAL two-seat models are further enhanced with VersaTrac Turf Mode and a new Hunter Edition featuring Polaris Pursuit Camo.

 

 

Sportsman

  

Polaris All-Terrain Vehicles (ATV) have been the No. 1 selling brand of automatic ATVs* for

several years because the lineup offers the best performance and best value.

For 2017, Polaris is redesigning, renewing and reintroducing its flagship lineup of high-

powered Sportsman®

ATVs to offer a perfect blend of features and performance for an all-new Sport/Utility experience. The vehicles offer a new rider-active design for the most sport-like experience ever on a Sportsman, in addition to delivering even more utility. To cater to a wide variety of big bore customers, the lineup has three, new standard models: the Sportsman XP

®

1000, Sportsman 850 SP and industry’s best value big bore, the Sportsman 850. In addition to the standard models, the Sportsman XP 1000 is available in a Hunter Edition package and ultra premium Matte Copper Limited Edition.

 

For the entry-level Recreational/Utility customer, the Sportsman 450 H.O. is the most fully
featured, best value, entry-level class ATV available. For less than $6,000 U.S. for the standard model and less than $7,000 U.S. for the Electronic Power Steering (EPS) version, the vehicles offer an unprecedented value. The vehicle’s smooth, reliable Prostar 499cc engine delivers 33 horsepower, offering Full-Size capability and performance at a value price. The Sportsman 450 H.O. also is offered in a Utility addition, along with a Sportsman 570 EPS Utility Edition, for the utility-minded, farm or ranch customer. The vehicles have the same Sportsman legendary smooth ride with a new, harder working utility package for more hauling, more versatile towing and heavy-duty protection.

  

 

Polaris ACE

  

Polaris ACE offers an entirely unique off-road experience with the revolutionary, sit-in chassis that combines the nimble handling and center-seating position of an ATV with the security of aside-by-side. Built specifically for those who want the ease-of-use of a side-by-side but do not want or need a second seat, the lineup offers customers the freedom of controlling their own riding experience along with the ability to enjoy the biggest off-road adventures.

For Model Year 2017, the ACE family takes a big step forward as Polaris is delivering everything customers have asked for: a more powerful and affordable entry-level model, and the performance and ride quality of dual a-arms on a 48-in. (121.9-cm) trail-capable vehicle.

 

 

And,for the customers who want big power and suspension, Polaris is introducing the all-new, 78-horsepower, 59-in. (149.9-cm) wide, long-travel suspension Polaris ACE 900 XC.

 

 

  

Youth

  

Polaris’ Youth line up will include four 2017 ATV youth models, the Phoenix 200, Outlaw and Sportsman 110 EFI, and Outlaw 50 based upon the Specialty Vehicle Institute of America’s (SVIA) ATV categories. Polaris also will offer the RZR 170 EFI as a youth side-by-side model. For 2017, the entire youth lineup will see new colors.

 

 

 

 

 

Polaris Engineered Accessories™

Polaris Engineered Accessories have a wide variety of accessories available for RZR, RANGER, GENERAL, ATV and ACE vehicles.

 

More information about Polaris’ Off-Road Vehicles and Polaris Engineered Accessories can be found at www.Polaris.com.

 

   


 

New Product: Keller Performance Ball Joints

 With the introduction of the Polaris RZR in model year 2008, there have been many aftermarket upgrades. Many addressing the strength of the control arms. One thing lacking attention has been a better designed ball joint.

OEM ball joints do their job, but lack a three important factors.....longevity, strength and adjustability.

Hello Keller Performance Products!!

I had the privilege to meet the man behind this genius product, Todd Keller, early 2016 while competing at the Ultra4 King of the Hammers UTV race.

We discussed several issues that racers and other hard core riders face while pushing their rigs to the limits. One of those issues was the snap ring that holds the ball joints in place. Many times under a hard load, the snap ring can, will and does pop off. This will end your day quick at high speeds, as well as, damage your a arms.

Several months later Todd called me with his solution; a two piece ball joint that is adjustable, greasable, rebuildable and uses NO SNAP RING!

Yes, please and thank you.......I'll take four!

The installation is easy and straight forward (see video).

Fast forward to July 2016. I have managed to accumulate 600 miles on my race RZR using Keller Performance Ball Joints with no issues. While rebuilding the front end, after an accident, I had the opportunity to break down these joints for a quick inspection. Unbelievable...I found no wear and no need for adjustment. I was impressed to say the least........

These ball joints are very impressive. I would highly recommend them to anyone that beats on their machine like I do or simply anyone that wants the last ball joint your machine will ever need.

MSRP: $129.99
Warranty from manufacturer: 90 Days
Availability: XP 1000 / XP Turbo

Testing The All New 32x10-14 Pro Armor Crawler XG

Earlier this month I had the privilege to test the all new 32x10-14 Crawler XG Tire by Pro Armor.

The Machine:
2016 Polaris XP Turbo

 First test...... the toughest UTV Race in the United States, The 10th Annual King Of The Hammers.

Theses tires were flawless. At high speeds the Crawler XG runs true and feels like a Z rated sports car tire.
In the rocks, these tires live up to their name. Climbing like a mountain goat with rubber hoofs.

Back home, in Alabama, I had the opportunity to test the 32" Crawler XG on some good ole southeastern slick rock.
Again these tires continue to impress me. The ruts, rocks and logs were no match for the sticky compound of the XG.

With the 32x10-14 weighing in at only 39.9 lbs (using my scale), 9 lbs lighter than the 32" Roctane and 2lbs heavier than the 30", these tires feel light weight with virtually no detection of power loss.

Height at 10psi mounted on a 14x7 wheel, but not on the RZR, came to just under the 32" mark.
Once installed, they settled at exactly 31".

Manufacturer Specs:

Retail price $239.95

32 10 R14 XG ,

20 mm Tread Depth,

Dual sticky compound on the lugs, 54 & 59  Duro

41 LBS

 

32 10 R15 XR

17mm Tread Depth ,

More tread spacing between lugs

Single Share Compound 59 Duro

42lbs

The Pros:
Good tread depth
Dual Sticky compound
Light weight (for a 32")

The Cons:
Not Available until April
No XG available in a 15" wheel.

The Run Down:
If you're looking to increase the size of your tires to a 32", you need look no farther.
The Traction on rock and dirt(dry or wet) is the best I've tested to date.



Pictures by:
UTV Guide
Ricky Berry Photography
Tammy Uptain (Queen of my heart)