Volume 6 Issue 9 October 2005
MERGERS & ACQUISITIONS
GED Integrated Solutions Sold to Brockway Moran and Partners
Brockway Moran and Partners Inc., a Florida-based private equity firm, announced September 7 that it has acquired GED Integrated Solutions Inc. of Twinsburg, Ohio, from Morgenthaler Partners.
GED’s existing executive management team will continue to direct the company’s operations located in Twinsburg, Ohio and Hauppauge, N.Y, according to a release by Brockway Moran and Partners.
“We are excited to partner with GED’s outstanding management team to build upon the company’s strong historical growth, said Michael E. Moran, managing partner of Brockway Moran and Partners. “GED has a history of introducing innovative products to the residential door and window market which have allowed customers to dramatically lower their production costs, increase their operational efficiency and improve product quality and performance. We believe a significant opportunity exists to work with management to continue to expand GED’s technological and market leadership.”
“We look forward to working with Brockway Moran and Partners,” said Ron Auletta, chief executive officer of GED. “We have aggressive growth plans predicated on giving customers what they want — an integrated, one-stop solution that automates and streamlines the process of manufacturing windows and doors.”
Morgenthaler Partners, a middle-market management-led buyout firm, acquired GED in 2000. Peter Taft, general partner at Morgenthaler said, “We are very proud of our association with GED and its management team, which generated an attractive IRR and a significant cash-on-cash return to our limited partners. Using the revolutionary Intercept technology as a foundation from which to grow, we worked closely with Ron Auletta and his team to transform GED into a full-service provider to door and window manufacturers through a combination of internal growth initiatives and a strategic add-on acquisition.”
CODES AND REGULATIONS
AAMA Provides Updated Performance Standards for Cellulosic Composite Profiles and Laminates
Performance testing requirements for cellulosic composite profiles, as well as laminates made of such composites and wood, are addressed in two related documents released by the American Architectural Manufacturers Association (AAMA).
“These updated standards are based on research, testing and years of experience by compound and additive suppliers, profile extruders and window fabricators, who are collectively represented by the Wood and Cellulosic Composite Materials Council of AAMA,” said Larry Livermore, technical standards manager for AAMA.
AAMA 311-05, “Voluntary Specification for Rigid Thermo-plastic Cellulosic Composite Fenestration Exterior Profiles,” covers performance standards relating to dimensional stability, screw withdrawal, thermal cycling, weatherability, heat resistance, heat build-up and lead content for rigid composite profiles used in doors, windows and skylights. AAMA 312-05, “Performance Requirements for the Lamination of Wood and Cellulosic Composite Profiles,” focuses on performance standards and test procedures dealing with the lamination of wood and cellulosic composite profiles used in fenestration products.
For copies of the documents, visit the AAMA online publications store at www.aamanet.org.
Strybuc Industries Acquires EZ Roll/Aluma-Trim
Strybuc Industries has acquired the assets of EZ Roll/Aluma-Trim from Brooklyn, N.Y., which had been in business for more than 25 years. EZ Roll provided a variety of closet door hardware in carded and bulk quantities and Aluma-Trim provided a variety of aluminum trim items including door sweeps, carpet thresholds, floor edges, drip caps, kick plates and push plates.
DAC Products Acquires Graphic Company
DAC Products of Rural Hall, N.C., has acquired Market Designs, a full-service graphics facility and moved the operation into a newly created space within the DAC facility.
This new addition will add complete, in-house creative and printing services to complement the company’s array of sample and display materials. State-of-the-art digital printing equipment for full color, photo-like images, as well as providing vinyl lettering and multiple color screen-printing, ensures DAC customers receive the full spectrum of merchandising print media.
“This investment is just another example of DAC’s commitment to continued expansion of full service offerings in sample and display products to the window and door industry,” said Tony Smith, president of DAC Products.
Formtek Acquires Tishken Products Co.
The Formtek Group of companies which includes Cooper-Weymouth, Peterson (CWP), B&K, Dahlstrom, Engel, FMI/Dahlstrom, Hill Engineering, Iowa Precision Industries, Lockformer, Rowe, and Yoder announced that Formtek Metal Forming Inc., a leader in roll forming and tooling solutions, has acquired the operating assets of Tishken Products Co., a privately-held company based in Detroit.
Tishken, founded in 1921, produces various roll-forming machines, edge-conditioning machines, strip thickness sizing machines, carbide saw-mill machines, cutoff presses, roll-form tooling and dies. The addition of Tishken to the Yoder, Dahlstrom, Hill Engineering and B&K product lines will expand Formtek’s current product offering, including service and aftermarket support of the equipment. Tishken operations will relocate to one of the Formtek Metal Forming Inc. facilities. Formtek says it welcomes the opportunity to support all of the Tishken customers throughout the world for their roll-forming needs.
LEGISLATION AND LEGAL
Addressing Legal Issues in Product Stewardship
Manufacturers of adhesives and sealants benefited from an online presentation sponsored by ASI Online Solutions and the Adhesive and Sealant Council Inc. on Legal Issues in Product Stewardship given by J.C. Walker of Keller and Heckman LLP of Washington D.C. It focused on product stewardship issues surrounding adhesive and sealant products.
The discussion was about products that are manufactured overseas and are distributed in the United States or Canada by U.S. manufacturers and marketed as dual use or consumer products. The top-level broad discussion addressed risk reduction methods individuals can use to try to protect their companies from a product liability standpoint or a regulatory standpoint when sealant companies outsource or license adhesive sealant products to manufacturers overseas. Some problem examples included foreign-manufactured products that contain carcinogenic ingredients as a processing aid, PCB by-product of pre-polymer manufacturing process and the presence of heavy metals. A dispersed manufacturing and distribution system can lead to errors, miscommunication and ignorance about existing requirements, pending regulations, new product liability developments, quality control im-peratives and applicable standards.
The goal, as explained by Walker, is to develop a system for distributors of adhesive and sealant products manufactured overseas to ensure these products comply with the regulatory requirements and product safety requirements by using tools that reduce risk, liability and costs.
Walker focused on the labeling and marketing aspect of the problem. The increased distribution of construction products through big-box stores, the Internet, along with dual-use products that are marketed to both professionals and consumers and heightened supply chain sensatives has heightened concern, according to Walker. There is an increased regulatory scrutiny by the states to label products adequately. Under consumer status there is two-tiered responsibility, where manufacturers, importers and distributors have primary responsibility and in some instances, retailers have reduced responsibility or in some states are exempt under some regulations. There is a spread of state regulations and recurring product and label reviews. Additionally, there are different Canadian consumer regulations that need to be considered.
Labeling problems can lead to product recalls and administrative fines. Failure to report penalties can be fairly steep and failure to comply can be considered negligence per se, according to Walker. Different regulatory and liability exposure will apply with respect to consumer products and professional products.
What can a company do to address and short-circuit these issues? Walker says limited exposure through labeling can be achieved by considering all reasonably foreseeable uses and misuses of the product and by full compliance with the Federal Hazardous Substances Act labeling requirements and federal preemption for labeling types.
Builders Applaud OSHA Reform Package
The House passed four bills introduced by Rep. Charlie Norwood on July 12 that would enhance worker safety, advance housing affordability and improve the enforcement of the Occupational Safety and Health Administration’s (OSHA) rules and regulations among small business owners.
“The legislative package approved by the House will make regulatory compliance more cost-effective and make OSHA more user friendly for small businesses, while improving housing affordability and continuing to protect the safety of workers in the home building industry,” said National Association of Home Builders (NAHB) president David Wilson, a custom home builder from Ketchum, Idaho.
Of particular note to home builders are H.R. 739, the Occupational Safety and Health Small Business Day in Court Act, and H.R. 742, the Occupational Safety and Health Small Employer Access to Justice Act. The first bill would allow OSHA to give businesses more than 15 days to respond to a citation; the second would make it easier for companies to recover attorneys’ fees when they successfully defend themselves against a citation.
H.R. 740, the Occupational Safety and Health Review Commission Efficiency Act, would add two more administrative law judges to the three-panel Occupational Safety and Health Review Commission (OSHRC), which hears appeals of violations. At its current size, the commission frequently has to delay hearings because it lacks a quorum, according to a press release. The bill is intended to remedy this situation.
H.R. 741, the Occupational Safety and Health Independent Review of OSHA Citations Act, would require judges to defer to the OSHRC when OSHA cases are appealed to the courts.
While NAHB says it supports all four bills, in a letter to all House members prior to consideration of the OSHA reform package, the association identified H.R. 739 and H.R. 742 as key votes because of their impact to the housing industry.
“These two measures in particular represent common sense improvements that would remove some of the most frequently cited obstacles to our members’ ability to respond to OSHA following a citation,” said Wilson.
“The overall legislative package will advance job safety while helping our small business employers who are so often intimidated and confused by the OSHA inspection and citation process,” he added.
Senators Johnny Isakson and Mike Enzij have committed to introducing companion reform measures in the Senate later this year.
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