-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TJ8RLXiqepCMIOAptgcjJYR5SzsuYSPKq3nTvRdV6cFNo3AYXMiTjTRLMj9XOdW3 GCxFG3WIVqfwMVtRSntTBQ== 0000950124-03-000642.txt : 20030314 0000950124-03-000642.hdr.sgml : 20030314 20030314100938 ACCESSION NUMBER: 0000950124-03-000642 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030314 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030314 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ADVANCED ACCESSORY SYSTEMS LLC CENTRAL INDEX KEY: 0001057836 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 133848156 STATE OF INCORPORATION: DE FISCAL YEAR END: 1226 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-49011 FILM NUMBER: 03603223 BUSINESS ADDRESS: STREET 1: 12900 HALL RD STREET 2: SUITE 200 CITY: STERLING HEIGHTS STATE: MI ZIP: 48313 BUSINESS PHONE: 8109972900 MAIL ADDRESS: STREET 1: 12900 HALL RD STREET 2: SUITE 200 CITY: STERLING HEIGHTS STATE: MI ZIP: 48313 8-K 1 k75478e8vk.txt CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) MARCH 14, 2003 -------------------------- ADVANCED ACCESSORY SYSTEMS, LLC (Exact Name of Registrant as Specified in its Charter) DELAWARE 333-49011 13-3848156 (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Organization) Identification No.) 12900 HALL ROAD, SUITE 200 STERLING HEIGHTS, MICHIGAN (Address of Principal Executive Offices, including Zip Code) (586) 997-2900 (Registrant's telephone number, including area code) N/A ----------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits. Number Description of Exhibit 99.1 Press Release dated March 14, 2003. ITEM 9. REGULATION FD DISCLOSURE On March 14, 2003, Advanced Accessory Systems, LLC (the "Company") issued a press release with Castle Harlan, Inc. ("Castle Harlan") announcing that they are in the latter stages of negotiations regarding the purchase of the Company by affiliates of Castle Harlan. Consummation of the sale would be contingent upon satisfaction of customary legal and business conditions, including, among other things, Castle Harlan's obtaining sufficient third party debt financing to complete the transaction. Any definitive transaction is expected to involve a redemption of the Company's outstanding 9 3/4% Senior Subordinated Notes due 2007 at the current optional redemption price of 104 7/8% of principal amount thereof, plus accrued interest. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The attached press release is not "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") and is not incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933. Additionally, the submission of this Current Report on Form 8-K is not an admission as to the materiality of any information in this Current Report that is required to be disclosed solely by Regulation FD. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ADVANCED ACCESSORY SYSTEMS, LLC (Registrant) Date: March 14, 2003 By: /s/ Terence C. Seikel --------------------------------- Terence C. Seikel President and Chief Executive Officer EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION 99.1 Press Release dated March 14, 2003. EX-99.1 3 k75478exv99w1.txt PRESS RELEASE DATED 3/14/03 EXHIBIT 99.1 NEWS RELEASE For release March 14, 2003 CASTLE HARLAN IN LATTER STAGES OF NEGOTIATIONS TO ACQUIRE ADVANCED ACCESSORY SYSTEMS, LLC Castle Harlan, Inc. ("Castle Harlan") and Advanced Accessory Systems, LLC (the "Company") jointly announce that they are in the latter stages of negotiations regarding the purchase of the Company by affiliates of Castle Harlan. Consummation of the sale would be contingent upon satisfaction of customary legal and business conditions, including, among other things, Castle Harlan's obtaining sufficient third party debt financing to complete the transaction. Any definitive transaction is expected to involve a redemption of the Company's outstanding 9 3/4% Senior Subordinated Notes due 2007 at the current optional redemption price of 104 7/8% of principal amount, plus accrued interest. About Advanced Accessory Systems: Advanced Accessory Systems, LLC is one of the world's largest suppliers of towing and rack systems and related accessories for the automotive original equipment manufacturer market and the automotive aftermarket. Formed on August 28, 1995, the Company has operating subsidiaries in the United States, Canada and Europe. About Castle Harlan: Castle Harlan, Inc. is a New York-based private equity investment firm founded in 1987 by John K. Castle, former President and Chief Executive Officer of the investment banking firm of Donaldson Lufkin & Jenrette, and by Leonard Harlan, founder and former President of The Harlan Company, a real estate investment and advisory firm. Since its inception, Castle Harlan has completed acquisitions of companies with total enterprise values in excess of $5 billion. The companies acquired by Castle Harlan manage assets of more than $28 billion, have revenues in excess of $3 billion, and employ more than 20,000 people worldwide. Special Note Regarding Forward-Looking Statements: Some of the statements contained in this Press Release may discuss future expectations or state other "forward-looking" information. The forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those contemplated by the statements. Forward-looking statements generally can be identified by the use of terms such as "may," "will," "should," "expect," "anticipate," "believe," "intend," "plan," "estimate," "predict," "potential," "forecast," "continue" or variations of such terms, or the use of these terms in the negative tense. The forward-looking information is based on various factors and was derived using numerous assumptions. Actual results may differ significantly from the results discussed in the forward-looking statements, and such differences may be material. -----END PRIVACY-ENHANCED MESSAGE-----