STONERIDGE, INC. (NYSE:SRI) Files An 8-K Entry into a Material Definitive Agreement
ITEM 1.01
| Entry into A Material Definitive Agreement |
On May 16, 2017, Stoneridge, Inc. (the Company) entered into, and
closed on, the Agreement for the Purchase and Sale of Quotas of
Capital of PST Eletrnica LTDA (PST Agreement) with Adriana Campos
De Cerqueira Leite, a Brazilian citizen (Leite), and Marcos
Ferretti (Ferretti), a Brazilian citizen, as sellers, and PST
Eletrnica LTDA (PST), as guarantor. to the PST Agreement, on May
16, 2017, the Company acquired from Leite and Ferretti a 26%
minority (quota) interest in PST in exchange for (i) cash
consideration of $1,500,000, and (ii) a contingent payment
obligation in either 2021 or 2022 based on an EBITDA formula
[(EBITDA x 4.0) x 0.26] using PSTs EBITDA (as calculated to the
PST Agreement) in either 2020 or 2021. Both sellers may chose the
year (either 2020 or 2021) to be used to calculate the PSTs
EBITDA for purposes of the contingent payment obligation. As a
result of the PST Agreement, the Company is the 100% equity
(quota) holder of PST. Because the purchase of PSTs
noncontrolling interest will be accounted for as an equity
transaction, no gain or loss will be recognized.
PST primarily serves the South American automotive and motorcycle
markets and specializes in the design, manufacture and sale of
in-vehicle audio and video devices, electronic vehicle security
alarms, convenience accessories, vehicle tracking devices and
monitoring services. PSTs product lines include alarms,
convenience applications, vehicle monitoring and tracking devices
and infotainment systems. These products improve the performance,
safety and convenience features of customer vehicles. PST sells
its products through the aftermarket distribution channel, to
factory authorized dealer installers, also referred to as
original equipment services, direct to OEMs and through mass
merchandisers.
About STONERIDGE, INC. (NYSE:SRI)
Stoneridge, Inc. is a designer and manufacturer of engineered electrical and electronic components, modules and systems for the automotive, commercial, motorcycle, off-highway and agricultural vehicle markets. The Company operates through three segments: Control Devices, Electronics and PST. The Company’s Control Devices segment designs and manufactures products that monitor, measure or activate specific functions within a vehicle and includes product lines, such as sensors, switches, valves, and actuators. The Company’s Electronics segment designs and manufactures electronic instrument clusters, electronic control units and driver information systems. The PST segment is engaged in the design, manufacture and sale of in-vehicle audio and video devices, electronic vehicle security alarms, convenience accessories, vehicle tracking devices and monitoring services primarily for the automotive and motorcycle industry. It operates in approximately 30 locations in over 10 countries. STONERIDGE, INC. (NYSE:SRI) Recent Trading Information
STONERIDGE, INC. (NYSE:SRI) closed its last trading session down -0.89 at 16.61 with 214,006 shares trading hands.
