미국의 오토바이 제조업체 할리데이비슨(Harley-Davidson)이 이탈리아의 스포츠 모터싸이클 제조업체 MV Agusta를 인수하다.
Harley-Davidson to acquire Mv Agusta Group expanding presence in EuropeMilwaukee,
Wis. (July 11, 2008) - Harley-Davidson, Inc. (NYSE: HOG) today
announced the signing of a definitive agreement to purchase the Italian
motorcycle maker MV Agusta Group (MVAG). Under the agreement,
Harley-Davidson will acquire 100 percent of MV Agusta Group shares for
total consideration of approximately 70 million euros ($109 million),
which includes the satisfaction of existing bank debt for approximately
45 million euros ($70 million). In addition, the agreement provides
for a contingent payment to Claudio Castiglioni in 2016, if certain
financial targets are met. MV Agusta Group is privately held, with the
Castiglioni family owning 95 percent of MVAG shares.
The acquisition
is expected to close in several weeks, pending the satisfaction of
contingencies and receipt of regulatory approvals. Harley-Davidson
intends to fund the transaction primarily through euro-denominated debt.
MV
Agusta Group has two families of motorcycles: a line of exclusive,
premium, high-performance sport motorcycles sold under the MV Agusta
brand; and a line of lightweight motorcycles sold under the Cagiva
brand. MV Agusta’s F4-R motorcycle, powered by a 1078cc in-line
four-cylinder liquid cooled engine, is rated at 190 hp. The company
sells its products through about 500 dealers worldwide, the vast
majority of them in Europe. In 2007, MVAG shipped 5,819 motorcycles.
During 2008 MVAG has significantly slowed production due to financial
difficulties.
“Motorcycles are the heart, soul and passion of
Harley-Davidson, Buell and MV Agusta,” said Harley-Davidson, Inc. Chief
Executive Officer Jim Ziemer. “Both have great products and close
connections with incredibly devoted customers. The MV Agusta and Cagiva
brands are well-known and highly regarded in Europe. They are
synonymous with beautiful, premium, Italian performance motorcycles,”
Ziemer said.
Harley-Davidson, Inc. plans to continue to operate
MV Agusta Group from its headquarters based in Varese, Italy. Following
closing, the first priority will be to appoint a leadership team to
include a new Managing Director and to resume the manufacture of
current models.
Current MV Agusta Group Chairman Claudio
Castiglioni will continue in a leadership role as Chairman and will
play a major role in future product development. Design Chief Massimo
Tamburini will continue his leadership of MV Agusta Group’s world
leading sport-bike design studio.
“We take enormous pride in MV
Agusta and Cagiva motorcycles,” said Castiglioni. “Our riders seek an
uncompromising experience in premium performance motorcycles. And with
Harley-Davidson’s deep understanding of the emotional as well as the
business side of motorcycling, I have great confidence that our
motorcycles will excite customers for generations to come.”
According
to Ziemer, the acquisition is intended primarily to expand
Harley-Davidson, Inc’s presence and footprint in Europe, complementing
the Harley-Davidson and Buell motorcycle families. Retail sales of
Harley-Davidson motorcycles have grown at a double-digit rate in Europe
in each of the last three years, as the Company has increased its
strategic focus on global markets.
“The acquisition of MV
Agusta Group will enhance Harley-Davidson, Inc’s position as a global
leader in fulfilling customer dreams and providing extraordinary
customer experiences. We look forward to a long relationship with the
MV Agusta and Cagiva families of customers and employees,” said
Ziemer.
Conference Call
Harley-Davidson, Inc. will hold a webcast conference call regarding the
acquisition from 8:00 to 8:30 a.m. (central time) today, July 11, with
Tom Bergmann, Executive Vice President and Chief Financial Officer,
Harley-Davidson, Inc. To access the webcast, please log on and register
at least ten minutes prior to the start time at www.harley-davidson.com,
under the Investor Relations section. A replay of the webcast will be
available at the same location approximately two hours after the call
concludes.
Company Background
Harley-Davidson, Inc. is the parent company for the group of companies
doing business as Harley-Davidson Motor Company (HDMC), Buell
Motorcycle Company (Buell) and Harley-Davidson Financial Services
(HDFS). Harley-Davidson Motor Company produces heavyweight motorcycles
and offers a line of motorcycle parts, accessories, general merchandise
and related services. HDMC manufactures five families of motorcycles:
Touring, Dyna®,Softail ®,
Sportster ®
and VRSC™. Buell produces premium sport performance motorcycles and
offers a line of motorcycle parts, accessories, and apparel. HDFS
provides wholesale and retail financing and insurance programs
primarily to Harley-Davidson and Buell dealers and customers.
Forward-Looking Statements
Harley-Davidson, Inc. intends that certain matters discussed in this
release are “forward-looking statements” intended to qualify for the
safe harbor from liability established by the Private Securities
Litigation Reform Act of 1995. These forward-looking statements can
generally be identified as such because the context of the statement
will include words such as Harley “believes,” “anticipates,” “expects,”
“plans,” or “estimates” or words of similar meaning. Similarly,
statements that describe future plans, objectives, outlooks, targets,
guidance or goals are also forward-looking statements. Such
forward-looking statements are subject to certain risks and
uncertainties that could cause actual results to differ materially from
those anticipated as of the date of this release. Certain risks and
uncertainties are described below. Shareholders, potential investors,
and other readers are urged to consider these factors in evaluating the
forward-looking statements and cautioned not to place undue reliance on
such forward-looking statements. The forward-looking statements
included in this release are only made as of the date of this release,
and Harley-Davidson, Inc. disclaims any obligation to publicly update
such forward-looking statements to reflect subsequent events or
circumstances.
Although
Harley-Davidson and MV Agusta Group have signed a definitive purchase
agreement, there is no assurance that all of the contingencies will be
satisfied or that the governmental approvals will be obtained in a
timely manner or at all. The proposed acquisition may not occur if the
conditions to completing the transaction are not satisfied in a timely
manner.
In addition, Harley-Davidson intends to finance a portion
of the consideration by borrowing funds and its level of indebtedness
may increase as a result, which may cause Harley-Davidson to incur
additional interest expense and limit Harley-Davidson’s ability to
obtain additional financing. It could also increase Harley-Davidson’s
exposure to general adverse economic and industry conditions and
adversely impact Harley-Davidson, Inc.’s earnings per share.
Furthermore, Harley-Davidson may have challenges successfully
integrating or profitably operating the business of MV Agusta Group.
