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Volume 7    Issue 3            May/June 2005

AGRReports
   
Breaking News

MERGERS AND ACQUISITIONS

Belron Purchases Elite

Belron, the world’s largest AGR business, has re-entered the U.S.-market, fulfilling a prophecy chief executive officer Gary Lubner made to AGRR magazine publisher Debra Levy last year during an exclusive interview (see AGRR September/October 2004, pg. 40-45). The company’s purchase of Elite Auto Glass, a regional AGRR business headquartered in Denver, brings them back to the United States. The deal became official on Monday, April 11, and AGRR magazine conducted an exclusive interview with Lubner and Wes Topping, president of Elite in Denver on April 11.

(No) Surprise

Lubner told Levy in June of last year that the United States “[is] a hard market to ignore. It’s the biggest market in the world and it remains on our radar screen. It is a market we’ll come back to. We just must find a way to get a return on our investment.”

In Elite, Lubner says he found a company that will not only offer a return on the investment, but one with which he feels very comfortable doing business. Lubner explained that there are certain criteria that Belron uses to decide if a potential purchase is worth the investment, particularly with regard to re-entering the United States.

“What is critical is, number one, a management team that is strong and successful, has integrity and fairness. Number two is that it is a strong, insurance-led business. Belron business model is built on the insurance link. Number three that it has a strong brand and awareness of the name in the community it serves. Again, this is nothing new for Belron. Number four, that the company is successful, making money and has good prospects that could be the foundation for a future in the United States,” Lubner said.

Elite, he said, meets every one of those criteria.

“Wes has a track record in the industry that is second to none,” Lubner continued.

“He’s done huge work with the Chicago Group and he has not arrived on the scene overnight.”

Topping is founder and co-chair of the Chicago Auto Glass Group, a not-for-profit corporation created to develop an alternative to the auto glass industry’s benchmark pricing system.

It helps that Topping knows how the Belron system works. He worked for Windshield America, a Belron-owned company, before starting Elite.

“He understands the Belron culture,” Lubner said.

(No) Culture Shock

The Belron and Elite Auto Glass cultures are very similar; so much so that it gave Topping some peace of mind about the sale.

“The comfort level was there with Gary and his staff,” Topping said. “It was extremely important to me, also, to find a buyer who has integrity, because obviously we’ve been operating on a strong, positive basis. We’ve always been honest with our customers and had strong integrity and we were looking for a buyer who fit into that same philosophy and Belron certainly does that.”

The similarities between the two companies are helping the transition, especially since very little about the company is changing.

Topping will remain in charge of Elite, becoming what Lubner described as “person who’s accountable for Belron’s U.S.-business now,” and according to Topping, the senior management of Elite will remain in place. All the employees will be retained as well, something Topping particularly wanted to see happen with the company to which he agreed to sell and an aspect of the sale that, according to Topping, has eased the minds of his employees.

“I think the entire group has been very glad to hear that our name stays intact, our employees [will] continue in their same function, there is really no interruption in management of the company,” he said.

Job security ensured, Topping indicated that past that, he had only heard positive feedback from the rest of the Elite team where company’s sale was concerned, a feeling that Lubner experienced, too.

“I was fully prepared, and quite honestly, expected, I wouldn’t say a negative reaction but a probably neutral to ‘big company coming in and buying us’ [feeling] … and I have to say I found, you know, the complete opposite. I found a bunch of people who were enthusiastic about it,” Lubner said of his visit to several of the Colorado facilities.
That’s not to say that there weren’t any concerns at all. Topping and Lubner visited the facilities to give employees a chance to ask questions they had regarding the sale.

“We were in all of the workshops, talking to the technicians, we were talking to everyone [letting them] ask the tough questions, anything [they] wanted to ask me, anything [they were] worried about. I think in one of the first buildings we went to, one of the guys said to me, ‘Are you going to take all of the inventory out?’” Lubner recounted. “I said, ‘Why would I do that?’ and he said ‘Well, the last time I was involved in a takeover, that’s what happened. They came in and took all the inventory.’ And I said ‘Well, the only reason we would ever do that is if Wes thought it was a good idea, but I’m certainly not going to come in here from London and make those sort of decisions.’ I think [it helps] once you talk through those sort of concerns with people.”

The concerns that were raised, as evidenced by Lubner’s examples, came from those employees who had gone through takeovers with other employers, something Topping confirmed during the interview.

“They’d been involved in a takeover with a public company,” he explained.

“Obviously, some of the big companies that have taken over have all of a sudden forced their culture. I think that’s the key, most of these things in the past have been “takeover” where they come in and put their management team in place and everyone runs for cover. In this case, Belron is a wonderful, international company and unless I have missed somebody, they really don’t have anyone here in the U.S. who is going to be telling the installers and the CSRs how to answer the phone and install glass.” 

(No) Industry-Wide Impact

Alleviating employees’ concerns is one thing. Alleviating the concerns of the industry or the competition is another. In his interview with Levy last year, Lubner made it clear that reentering the U.S. market was a possibility, but he made it equally clear that he felt that the state of the industry—particularly the very heated area of pricing—was very, very chaotic. He remains unwaivered in that opinion, but while others may view it as such, the purchase of Elite was not made so that he could play Superman. 

“We do not see ourselves as the saviors of the American auto glass industry. We run these businesses all over the world. We think we can have a successful U.S. business and we’ll do what it takes to make it successful. We’re not here to try to cure the ills of the world,” he said.

For those who see the buyout as the first step in a succession of acquisitions to become a powerhouse in the States, too … well, to that extent, Lubner dismisses any active concerns about Belron’s future in the United States as inconsequential.

“I think there’s a risk of this thing being blown out of proportion. Let’s be clear here. Belron in the [United States] is a relatively small business compared to the U.S. market. The market share wouldn’t make the scale,” said Lubner. “We’re certainly not pretending we’re here to make a huge impact on the industry. We’re here because we found a business that fits with us, that has good opportunities and we’re going to go from there. We have no grand plan or … missionary zeal to take over the world.

That’s just not the way we operate.”

Though Lubner declined to discuss business strategy past the purchase of Elite, he left the door open for future expansion. When asked, specifically, if there were any truth to the theory that he was looking to former members of the National Auto Glass Cooperative as potential acquisitions, he responded this way:

“I’ll answer that two ways. Number one, we’re not in discussions with anyone at the moment. Number two, we believe that strong regional players that meet the criteria I talked about earlier—and that is true in the U.S. or any other market in the world—are always going to be interesting to Belron.”

(No) Hard Decision

From the industry reactions that Topping has received since the March announcement that the deal was in the works, there is an indication that others are interested in the possibility of a Belron buyout, too.

“[I’ve gotten] mostly congratulations. ‘Gee, I wish I had been the person they were talking to, first.’ ‘Here’s my phone number, can you please call me after you guys settle things down a little bit?’” Topping said with a chuckle. “I think in every case I’ve gotten congratulations. ‘How’d you pull this off?’ I think it’ll be a great time between the Elite brand and the Belron senior management and I’m looking forward to it.”
But what was it like, for Topping, a man known in the industry for being an independent and championing the little guy making the decision to sell to Belron?

Surprisingly, not as hard as one might think.

“I had been looking for an exit plan for the last 2 or 3 years, really. And one of the requirements was to find a party that I was very comfortable with. And one that would take all of  our employees, all of our companies,” he explained. “If it were 10 years earlier, I’d still be doing it and probably would not be selling to Belron, really, because I have a lot of fun running the business. It’s a good business.”

To read the transcript of AGRR assistant editor Brigid O’Leary’s interview with Gary Lubner and Wes Topping, visit http://www.glassbytes. com/
newsbelron20050419.htm.

MILESTONES

Cindy Rowe Celebrates 25 Years
March 22 marked a milestone for Cindy Rowe, owner of Cindy Rowe Auto Glass, as her company reached 25 years in business. Surrounded by friends and associates, Rowe celebrated the anniversary with a luncheon at office headquarters in Harrisburg, Pa.

Shortly before noon, Richard Bouder, commissioner of Swatara Township presented a Proclamation for Outstanding Achievement to Rowe, and after a buffet-style luncheon local radio personality RJ Harris took the microphone as master of ceremony.

“She has many fans here,” Harris said of Rowe. “She is one of the most respected entrepreneurs in the mid-state, regardless of gender. There aren’t many people in Harrisburg who can say they’ve been written up in USA Today.”

Dennis Yablonsky, secretary of the Community and Economic Development Committee in Pennsylvania, addressed the crowd as keynote speaker.

“I have a deep and abiding respect for sales people, which I think Cindy would say she was, as well as entrepreneurs. Businesses like this don’t make it past five years. A lot of people don’t have the wherewithal to build businesses the way Cindy did,” he said.

Other presentations to Rowe included James O’Malley of Sika, who presented Rowe with a plaque and Rodger Pickett, vice president and general manager of Cindy Rowe Auto Glass who, on behalf of the Cindy Rowe employees, presented Rowe with 25 roses and her first tool kit framed.

“We wanted to let it signify where it all started,” Pickett said of the gift, which included pictures of Rowe in her early days of windshield repair. “What makes Cindy so successful is how she treats employees. She’s not afraid of changes and she’s always looking to be on the forefront of change.”

Rowe, touched by the gesture addressed the crowd. “Yes, I have wonderful employees and I couldn’t do it without them. It’s been a great 25 years and I’ve enjoyed it,” she said.

LEGISLATION

Concern Grows Over Body Shop Referrals

The use of recommended auto body shops by insurers has caused increasing complaints about steering. 

In Nebraska, representatives from auto-body and auto glass shops appeared at a hearing before the state legislature’s banking committee complaining that the insurance industry limits customer choices by steering jobs to shop networks, a practice that is driving small shops out of business.

The hearing was part of the debate over legislative bill 73 which would forbid insurers from recommending a shop unless the customer has been told in writing that an independent shop can be selected, or unless the customer has specifically asked for a referral.

According to press reports in North Carolina, a group of shop owners in that state has met with representatives from the U.S. Department of Justice to discuss their complaints about insurance companies steering customers to preferred shops.

In North Carolina, insurance firms are permitted to refer policyholders to repair places on their “preferred shop” or “pro shop” lists, but they must tell customers they aren’t required to use suggested shops. 

Glass America Purchases Auto Glass Service 

Glass America purchased Auto Glass Service LLC., headquartered in Murfeesboro, Tenn., the end of March. The combined auto-glass-only chain currently has close to 90 stores in 19 states.

Auto Glass Service, founded in 1996, had been a privately owned regional auto glass repair and replacement company in the South. In Georgia, it is also known as Service Auto Glass.

Glass America, which is headquartered in Chicago, was established in 1999. In October 2004, Founders Equity Inc. (FEI) bought the assets to Glass America’s auto glass division.

In an exclusive interview with AGRR, David Rohlfing, president and CEO of Glass America, said that his company had made the acquisition because “It’s a great company with great management. They built a nice network very quickly and buying it was a great opportunity.” 

Rohlfing said that the management team remained in place (Alan Resnick, Sam Cardullo, Chuck Bibbiano, Bob Margerum and Nik Frye) and has now been supplemented with the addition of Larry Mills, regional vice president, and Scott Wills, CFO.

According to Rohlfing, the company does not plan to expand into the collision repair market, but is “looking to grow smartly.” It opened two new stores in Lakeland and Port St. Lucie, Fla., the beginning of May, and “in areas where we can open greenfields, we will.” The company also plans to continue to build through acquisitions as well and plans to have more than 100 shops by the end of this summer.

To read the complete transcript of AGRR publisher Debra Levy's interview with David Rohlfing visit http://www.glassbytes.com/newschat20050422.htm.

State Farm to Add AGRSS Language

Just as the Auto Glass Replacement Safety Standards (AGRSS) committee is moving into the “Prove It” stage of its program, it’s getting buoyed by support from the nation’s largest insurer.

In a seminar at the Independent Glass Association’s conference in Orlando recently, AGRSS committee member Carl Tompkins announced that State Farm will reference AGRSS in its next Offer and Acceptance program. Tompkins thinks this will be the first of many insurers to use AGRSS language. 

In other news, Tompkins said the AGRSS committee will move to the next step of its program in June. In this step, the committee will not only mail out applications to the program, but also include a list of questions that will help shops determine if they’re in compliance or not. The packet will include instructions on how shops can determine if they’re in compliance and it will ask for some deliverables, or records. If a shop finds it isn’t in compliance, Tompkins says it will have 90 days to fix any problems it has. 

“This isn’t a test to get you in trouble or kick you out [of AGRSS],” Tompkins said.


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