CLEVELAND, OHIO - Park-Ohio Holdings Corp. (NASDAQ: PKOH) (the "Company") today announced that it has successfully completed the divestiture of its Aluminum Products business (the "divested business") to Angstrom Automotive Group (the "Buyer"), effective December 29, 2023, for approximately $50 million in cash and promissory notes, plus the assumption of approximately $3 million of finance lease obligations by the Buyer. The Company previously announced that the divested business met the held-for-sale and discontinued operations accounting criteria.
The sale proceeds, which will be used to repay a portion of the Company's outstanding indebtedness, consist of a cash down payment of $20 million paid to the Company in December 2022; cash of $15.5 million paid to the Company at closing; and promissory notes totaling $15 million payable to the Company on December 31, 2024, of which $10 million is contingent on attaining certain revenue milestones during 2024.
Matthew V. Crawford, Chairman, Chief Executive Officer and President, stated, "The sale of our Aluminum Products business enables us to achieve the dual goals of deleveraging our balance sheet and reducing the capital intensity of our broader business. Additionally, it provides us with greater flexibility to focus on our core businesses which have seen record sales and backlogs. We want to thank all our partners in building General Aluminum into an industry leading enterprise."
The Company will continue to report the results of the divested business as a discontinued operations when it reports its results for the fourth quarter and full year 2023.
ParkOhio is a diversified international company providing world-class customers with a supply chain management outsourcing service, capital equipment used on their production lines, and manufactured components used to assemble their products. Headquartered in Cleveland, Ohio, ParkOhio operates more than 130 manufacturing sites and supply chain logistics facilities worldwide, through three reportable segments: Supply Technologies, Assembly Components and Engineered Products.
This news release contains forward-looking statements, including statements regarding future performance of the Company, that are subject to known and unknown risks, uncertainties and other factors that may cause our actual results, performance and achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These factors that could cause actual results to differ materially from expectations include, but are not limited to, the following: our ability to realize any contingent consideration from the sale of the Aluminum Products business; the impact supply chain issues such as the global semiconductor micro-chip shortage and logistic issues have on our business, results of operations, financial position and liquidity; our substantial indebtedness; the uncertainty of the global economic environment; general business conditions and competitive factors, including pricing pressures and product innovation; demand for our products and services; the impact of labor disturbances affecting our customers; raw material availability and pricing; fluctuations in energy costs; component part availability and pricing; changes in our relationships with customers and suppliers; the financial condition of our customers, including the impact of any bankruptcies; our ability to successfully integrate recent and future acquisitions into existing operations; changes in general economic conditions such as inflation rates, interest rates, tax rates, unemployment rates, higher labor and healthcare costs, recessions and changing government policies, laws and regulations, including those related to the current global uncertainties and crises, such as tariffs and surcharges; adverse impacts to us, our suppliers and customers from acts of terrorism or hostilities, including the conflicts between Russia and Ukraine and in the Middle East, or political unrest, including the rising tension between China and the United States; public health issues, including the outbreak of infectious diseases and any impact on our facilities and operations and our customers and suppliers; our ability to meet various covenants, including financial covenants, contained in the agreements governing our indebtedness; disruptions, uncertainties or volatility in the credit markets that may limit our access to capital; potential disruption due to a partial or complete reconfiguration of the European Union; increasingly stringent domestic and foreign governmental regulations, including those affecting the environment or import and export controls and other trade barriers; inherent uncertainties involved in assessing our potential liability for environmental remediation-related activities; the outcome of pending and future litigation and other claims and disputes with customers; our dependence on the automotive and heavy-duty truck industries, which are highly cyclical; the dependence of the automotive industry on consumer spending; our ability to negotiate contracts with labor unions; our dependence on key management; our dependence on information systems; and the other factors we describe under "Item 1A. Risk Factors" included in the Company's Annual Report on Form 10-K for the year ended December 31, 2022. Any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. In light of these and other uncertainties, the inclusion of a forward-looking statement herein should not be regarded as a representation by us that our plans and objectives will be achieved. The Company assumes no obligation to update the information in this release.
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MATTHEW V. CRAWFORD
PARK-OHIO HOLDINGS CORP.