BorgWarner Enters Into Agreement To Acquire Remy International

BorgWarner announced today that it has entered into a definitive agreement to acquire Remy International, Inc. (Remy), a global market leading producer of rotating electrical components. With key technologies and operations in ten countries on five different continents, Remy is strongly positioned to benefit from global growth.  As of December 31, 2014 the company employed 6,600 people and, for the fiscal year, it generated sales of $1.2 billion. BorgWarner operates a manufacturing facility in Seneca, SC.

“We look forward to welcoming Remy’s talented employees to BorgWarner.  Their products and capabilities will strengthen BorgWarner’s position in the rapidly developing powertrain electrification trend,” said James Verrier, President and CEO of BorgWarner.  “The acquisition will be another step in executing our plan, to profitably grow revenue to $15 billion by 2020.”

Financial Highlights and Transaction Terms

Under the terms of the agreement, BorgWarner will acquire each of the outstanding shares of Remy for $29.50 in cash, which implies an enterprise value of Remy of approximately $1.2 billion. BorgWarner has identified purchasing efficiencies, redundant public company expenses, other cost synergies and numerous opportunities to accelerate growth through the combined business. The transaction is expected to be accretive to earnings in the first year.

The completion of the transaction is subject to certain customary terms and conditions, including the approval of Remy’s stockholders and antitrust and other regulatory clearances in the United States and abroad. The transaction is expected to close in the fourth quarter of 2015.

BofA Merrill Lynch acted as financial advisor and Sidley Austin LLP provided legal advice to BorgWarner.

Conference Call

At 9:00 a.m. ET today, a brief conference call concerning