The Hillman Companies, Inc. (NYSE-AMEX: HLM.PR) (the “Company” or
“Hillman”), a leader in the hardware and home improvement industry,
announced today that it has acquired OZCO Building Products
(“OZCO”).
With annual net revenue of approximately $18
million, OZCO is a leading manufacturer of superior quality outdoor
hardware in the U.S. and Canada. It is best known for originating
the Ornamental Wood Ties hardware category. OZCO offers structural
fasteners and connectors across 14 product lines for use in decks,
benches, fences, gates, gardens, pergolas, planters, posts and
other general construction needs. With over 200 SKU’s and 23 U.S.
patents, OZCO serves retail DIY customers and building
professionals through a distribution network reaching over 1,000
stores and hundreds of independent dealers, as well as
direct-to-consumers through e-commerce channels. Over the past 17
years, OZCO has developed many long standing customer relationships
and an unrivaled reputation for best-in-class customer service,
which together with its geographic footprint, proprietary brands,
supply chain, product mix, and local leadership positions, fit
squarely into Hillman’s deeply embedded network of strategic
partnerships with omni-channel retailers. OZCO will operate as part
of Hillman’s Hardware Solutions business. Ian Hill, Founder &
General Manager of OZCO, will continue on with Hillman as a key
member of the senior leadership team.
Doug Cahill, Chairman and Chief Executive
Officer of Hillman stated, “We are thrilled to welcome Ian and the
OZCO team to our growing Hillman family. This transaction is
another great example of how we are creating value through
strategically and financially accretive M&A. We will continue
to pursue M&A, while maintaining our desired public company
credit profile, and our organic growth initiatives to capitalize on
industry tailwinds from enduring at home living trends and related
strength in the repair and remodel market where we are a leading
player.” Mr. Cahill continued, “Ian and his team are master
innovators, with over 70% of OZCO product sales covered by patents.
We are excited to leverage OZCO’s innovation and creativity across
our much larger sales and distribution platform to further propel
its growth and profitability while extending Hillman’s competitive
moat to the attractive outdoor product category.”
Mr. Hill commented, “I have been very impressed
with the Hillman team. Their long history of success is a
result of their commitment to focusing on and listening to
customers. This is not just a fancy banner on the wall; it’s
how they operate, and I love that. This is just one of many
examples why this decision to join Hillman was so clear and obvious
for OZCO. Hillman’s distribution and sales organization will
quickly be expanding the availability of OZCO’s products throughout
the U.S. and Canada. OZCO’s long-time customers will
undoubtedly benefit from this strategic move for many years to
come. Hillman also embraces technology and values innovation
and intellectual property. This is a very attractive part of
Hillman that will allow us to continue to develop innovative
products at a faster pace.”
About HillmanFounded in 1964
and headquartered in Cincinnati, Ohio, Hillman is a leading North
American provider of complete hardware solutions, delivered with
industry best customer service to over 40,000 locations. Hillman
designs innovative product and merchandising solutions for complex
categories that deliver an outstanding customer experience to home
improvement centers, mass merchants, national and regional hardware
stores, pet supply stores, and OEM & Industrial customers.
Leveraging a world-class distribution and sales network, Hillman
delivers a “small business” experience with “big business”
efficiency. For more information on Hillman, visit
www.hillmangroup.com.
About OZCO Building
ProductsOZCO Building Products is known for disruptive
innovations and product design features that accelerate
aesthetically pleasing installation. OZCO is the originator and
leader in the Ornamental Wood Ties (OWT) hardware category,
offering high-quality structural connectors for use in decks,
pergolas, arbors, pavilions, planters, and more. OZCO also offers
specialty fasteners through its OWT Timber Screws and OWT Timber
Bolts product lines, and OZ-Post features the largest selection of
drivable post anchors for fence, deck and sign installations. The
OZCO family of products are designed and manufactured for superior
performance, visual appeal, and functionality, with innovations so
revolutionary they have been granted 23 U.S. patents and more in
patent-pending status. Learn More: https://www.OZCObp.com.
Additional InformationIn
connection with the proposed business combination between the
Company and Landcadia Holdings III, Inc. (NASDAQ: LCY) (“Landcadia
III”), Landcadia III filed a registration statement on Form S-4
with the Securities and Exchange Commission (the “SEC”), which
includes a proxy statement/prospectus, that will be both the proxy
statement to be distributed to holders of Landcadia III’s common
stock in connection with its solicitation of proxies for the vote
by Landcadia III’s stockholders with respect to the proposed
business combination and other matters as may be described in the
registration statement, as well as the prospectus relating to the
offer and sale of the securities to be issued in the business
combination. After the registration statement is declared
effective, Landcadia III will mail a definitive proxy
statement/prospectus and other relevant documents to its
stockholders. This document does not contain all the information
that should be considered concerning the proposed business
combination and is not intended to form the basis of any investment
decision or any other decision in respect of the business
combination. Landcadia III’s stockholders, the Company’s
stockholders and other interested persons are advised to read the
preliminary proxy statement/prospectus included in the registration
statement and, when available, the amendments thereto and the
definitive proxy statement/prospectus and other documents filed in
connection with the proposed business combination, as these
materials will contain important information about the Company,
Landcadia III and the business combination. When available, the
definitive proxy statement/prospectus and other relevant materials
for the proposed business combination will be mailed to
stockholders of Landcadia III as of a record date to be established
for voting on the proposed business combination. Landcadia III’s
stockholders and the Company’s stockholders will also be able to
obtain copies of the preliminary proxy statement, the definitive
proxy statement and other documents filed with the SEC, without
charge, once available, at the SEC’s website at www.sec.gov, or by
directing a request to: Landcadia Holdings III, Inc., 1510 West
Loop South, Houston, Texas 77027, Attention: General Counsel, (713)
850-1010.
Participants in the
SolicitationLandcadia III and Hillman and their respective
directors and officers may be deemed participants in the
solicitation of proxies of Landcadia III’s stockholders in
connection with the proposed business combination. A list of the
names of Landcadia III’s directors and executive officers and a
description of their interests in Landcadia III is contained in
Landcadia III’s Annual Report on Form 10-K for the year ended
December 31, 2020, which was filed with the SEC and is available
free of charge at the SEC’s web site at www.sec.gov.
Information about the Company’s directors and executive officers is
available in Hillman’s Annual Report on Form 10-K for the year
ended December 28, 2019 and certain of its Current Reports on Form
8-K.
Information regarding the persons who may, under
SEC rules, be deemed participants in the solicitation of proxies to
Landcadia III stockholders in connection with the proposed business
combination is set forth in the registration statement on Form S-4
containing the proxy statement / prospectus for the business
combination. Additional information regarding the interests of
participants in the solicitation of proxies in connection with the
proposed business combination is included in the proxy statement
that Landcadia III filed with the SEC, including Jefferies
Financial Group Inc.’s and/or its affiliate’s various roles in the
transaction. You should keep in mind that the interest of
participants in such solicitation of proxies may have financial
interests that are different from the interests of the other
participants. These documents can be obtained free of charge from
the sources indicated above.
Forward-Looking StatementsThis
press release includes "forward-looking statements" within the
meaning of the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. The Company's and Landcadia
III’s actual results may differ from their expectations, estimates
and projections and consequently, you should not rely on these
forward looking statements as predictions of future events.
Words such as "expect," "estimate," "project," "budget,"
"forecast," "anticipate," "intend," "plan," "may," "will," "could,"
"should," "believes," "predicts," "potential," "continue," and
similar expressions are intended to identify such forward-looking
statements. These forward-looking statements include, without
limitation, the Company's and Landcadia III’s expectations with
respect to future performance and anticipated financial impacts of
the proposed business combination, the satisfaction of the closing
conditions to the proposed transaction and the timing of the
completion of the proposed transaction. These forward-looking
statements involve significant risks and uncertainties that could
cause the actual results to differ materially from the expected
results. Most of these factors are outside the Company's and
Landcadia III’s control and are difficult to predict. Factors
that may cause such differences include, but are not limited to:
(1) the risk that the proposed business combination disrupts the
Company’s current plans and operations; (2) the ability to
recognize the anticipated benefits of the proposed business
combination, which may be affected by, among other things,
competition, the ability of the Company to grow and manage growth
profitably and retain its key employees; (3) costs related to the
proposed business combination; (4) changes in applicable laws or
regulations; (5) the possibility that Landcadia III or the Company
may be adversely affected by other economic, business, and/or
competitive factors; (6) the occurrence of any event, change or
other circumstances that could give rise to the termination of the
merger agreement; (7) the outcome of any legal proceedings that may
be instituted against Landcadia III or the Company following the
announcement of the merger agreement; (8) the inability to complete
the proposed business combination, including due to failure to
obtain approval of the stockholders of Landcadia III or Hillman,
certain regulatory approvals or satisfy other conditions to closing
in the merger agreement; (9) the impact of COVID-19 on the
Company’s business and/or the ability of the parties to complete
the proposed business combination; (10) the inability to obtain or
maintain the listing of the combined company’s shares of common
stock on Nasdaq following the proposed transaction; or (11) other
risks and uncertainties indicated from time to time in the
registration statement containing the proxy statement/prospectus
relating to the proposed business combination, including those
under "Risk Factors" therein, and in Landcadia III’s or the
Company's other filings with the SEC. The foregoing list of
factors is not exclusive, and readers should also refer to those
risks that will be included under the header “Risk Factors” in the
registration statement on Form S-4 filed by Landcadia III with the
SEC and those included under the header “Risk Factors” in the final
prospectus of Landcadia III related to its initial public offering.
Readers are cautioned not to place undue reliance upon any
forward-looking statements in this press release, which speak only
as of the date made. Landcadia III and the Company do not
undertake or accept any obligation or undertaking to release
publicly any updates or revisions to any forward-looking statements
in this press release to reflect any change in its expectations or
any change in events, conditions or circumstances on which any such
statement is based.
No Offer or SolicitationThis
press release shall not constitute a solicitation of a proxy,
consent or authorization with respect to any securities or in
respect of the proposed transaction. This press release shall also
not constitute an offer to sell or the solicitation of an offer to
buy any securities, nor shall there be any sale of securities in
any states or jurisdictions in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction. No offering of
securities shall be made except by means of a prospectus meeting
the requirements of Section 10 of the Securities Act of 1933, as
amended.
Contacts
Investor RelationsRodny Nacier / Brad Cray IR@hillmangroup.com
(513) 826-5495
Public RelationsPhil Denning / Doug
Donskymedia@hillmangroup.com
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