ABC Technologies Announces Recommended Offer To Acquire TI Fluid Systems

Nov 29, 2024 | Press Release

Combined group would create an industry leader with an extensive global product portfolio and financial strength to support long-term growth objectives

TORONTO, CANADA and LONDON, UK – November 29, 2024 – ABC Technologies (the “Company”) today announces that it has reached an agreement on the terms of a recommended all-cash offer for the acquisition by ABC Technologies Acquisitions Limited of the entire issued and to be issued ordinary share capital of TI Fluid Systems plc (“TI Fluid Systems”).

TI Fluid Systems is a London-listed, market-leading global manufacturer of thermal and fluid system solutions for the full range of current and developing vehicle architectures. Operating across 27 countries and serving all major automotive manufacturers, TI Fluid Systems has a commitment to operational excellence and sustainability worldwide.

Together, ABC Technologies and TI Fluid Systems will enjoy an expanded global footprint and enhanced product portfolio. This will allow access to a broader and more diversified range of customers, including some of the largest and most recognizable automotive OEMs and Tier One suppliers worldwide.

“This transaction is a transformative strategic opportunity which unlocks value for all of our stakeholders and provides a platform for further growth,” said Terry Campbell, President and CEO, ABC Technologies. “A combined business will enable us to better serve our customers, and I am excited for our teammates as we continue to build a winning future. We will be persistent in seeking alignment with organizations that have proven capabilities to further ABC’s success story.”

Combining the rich heritages of ABC Technologies and TI Fluid Systems – both established leading manufacturers across different product segments – will create a business that benefits from an enhanced go-to-market proposition and greater financial strength to support the long-term growth objectives and a winning vision for the future. ABC Technologies is majority-owned by funds managed by affiliates of Apollo Global Management, Inc.

Under the terms of the transaction, shareholders of TI Fluid Systems will be entitled to receive 200 pence a share, valuing TI Fluid Systems at an enterprise value of approximately £1,831 million.

The Acquisition is currently expected to complete in H1 2025, subject to shareholder and other relevant legal and regulatory approvals.

Lazard acted as lead financial advisor to ABC Technologies; Citi, TD Securities and Scotiabank also acted as financial advisers.

Kirkland & Ellis International acted as legal advisor to ABC Technologies and Paul, Weiss, Rifkind, Wharton & Garrison acted as legal advisor in respect of regulatory and financing matters.

This press release must be read in conjunction with the Rule 2.7 announcement which is available on the London Stock Exchange RNS and along with other documents related to the transaction on www.projectgolfoffer.com.

About ABC Technologies ABC Technologies is a leading global manufacturer and supplier of custom, highly engineered, technical plastics, and light-weight innovations to the North American light vehicle industry.  Serving more than 25 major original equipment manufacturer customers in 8 countries, the Company is strategically placed to offer vertically integrated product and process solutions through a skilled workforce of over 11,000 team members. ABC Technologies is majority owned by certain of the affiliated funds of Apollo Global Management, Inc. and its subsidiaries, with funds managed by Oaktree Capital Management, L.P. owning a minority equity interest in ABC Technologies. Additional information about the Company can be found at www.abctechnologies.com.
Additional Information This announcement is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities whether pursuant to this announcement or otherwise. Any offer (if made) will be made solely by certain offer documentation which will contain the full terms and conditions of any offer (if made), including details of how it may be accepted. # # #

MEDIA CONTACTS

ABC Technologies
Tom Hajkus, Global Communications Manager
Thomas.Hajkus@abctech.com
Tel: + 1 248-648-0173

FGS Global (PR Adviser to ABC Technologies)
Charlie Chichester    
Rory King
ABCTech-UK@fgsglobal.com
Tel: + 44 (0) 20 7251 3801

Sheryl Haislet

Chief Information Officer

Sheryl Haislet is the Chief Information Officer (CIO) of TI Automotive. Sheryl brings over 25 years of experience in the automotive and technology sectors. She began her

career in engineering at Prince Corporation, later acquired by Johnson Controls Inc. (JCI), where she held leadership positions in IT security, infrastructure, and applications development, eventually serving as CIO of the Power Solutions division. Following the spin-off of JCI’s seating business to form Adient, Sheryl became CIO and successfully led the IT function through significant organizational changes. Most recently, she served as CIO at Vertiv, a global provider of critical infrastructure and continuity solutions.

Maria Munoz

President, ABC Americas (Interim)

Maria Muñoz is the Interim President, ABC Americas Operations. She joined ABC Technologies in 2024 after serving 22+ years in senior global operations and P&L leadership roles at Grupo Antolin in the U.S and Europe. Most recently at ABC, Maria served as Vice President, Global Manufacturing Integration & Transformation reporting to Chief Transformation & Strategy Officer, John Loehr.

Henri Tsang

President Asia Pacific

Henri Tsang was appointed TI Fluid Systems’ President of Asia Pacific in January 2024. He brings more than 30 years of automotive industry experience, previously serving as Managing Director of Fuel Tanks and Delivery Systems in the region. Henri’s distinguished career includes senior leadership positions at Valeo, Plastic Omnium, Magna, and CAIP Automotive, with expertise spanning sales, business development, and operational management.

Steve Vercauteren

President EMEA

Steve Vercauteren became President EMEA of TI Fluid Systems in January 2024 after serving as Executive Vice President of the Fuel Tank & Delivery Systems Division. With more than 30 years of extensive global automotive industry experience, Steve has held multiple roles in production, commercial, and executive leadership within the company, successfully driving strategic initiatives and operational excellence.

Julian Plenchette

President Americas

Julian Plenchette serves as President Americas, bringing over 20 years of automotive leadership experience. He previously held senior roles at major tier-one suppliers including ZF/Wabco, LS Automotive, and Valeo. Prior to joining TI Fluid Systems in 2024, Julian was Managing Director and Vice President of Aptiv’s Active Safety and User Experience Business Unit in North America, overseeing strategic growth and technological advancements.

Johannes Helmich

Chief Technology Officer
Johannes Helmich serves as Chief Technology Officer, bringing more than 27 years of global engineering expertise focused on automotive innovation and electric vehicle advancements. Previously CTO of TI Fluid Systems, Johannes has held senior management roles at prominent Tier One suppliers such as Magna, Brose, Bosch, and Valeo. He will continue to accelerate TI Automotive’s product development and technological capabilities.

Omar Montasir

Chief Commercial Officer

Omar Montasir has extensive experience in commercial leadership, sales strategy, and project management. Before joining ABC Technologies, Omar served as Vice President of Sales and Project Management at Robert Bosch. His expertise encompasses global sales growth, customer relationship management, and strategic commercial initiatives within the automotive industry.

Janis Acosta

Chief Legal Officer

Janis Acosta joined TI Fluid Systems as Chief Legal Officer & Company Secretary in August 2023, bringing more than 20 years of international legal leadership in the automotive sector. Janis previously held senior roles at International Automotive Components (IAC) Group and Lear Corporation, specializing in mergers and acquisitions, corporate governance, regulatory compliance, and international commercial transactions. Her extensive global experience strengthens the company's legal and compliance frameworks.

Mark Decker

Chief Human Resources Officer

Mark Decker has more than three decades of human resources leadership within global automotive companies. Before joining ABC Technologies, he was CHRO at Joyson Safety Systems, following similar senior roles at Key Safety Systems, Nexteer Automotive, Fisker Automotive, and Meridian Automotive. Mark began his career at Ford Motor Company and Visteon Corporation, holding various operational and corporate HR roles across the U.S. and internationally, including three years in Yokohama, Japan.

John Loehr

Chief Transformation & Strategy Officer

John Loehr brings more than 30 years of strategic consulting and operational experience in automotive, industrial, and technology sectors. Prior to joining ABC Technologies, John was a Partner at global firms including Booz & Company, McKinsey & Company, and AlixPartners. His extensive expertise spans strategy, M&A, and operational transformation, with notable contributions to electric vehicle market strategies and supplier performance improvement across numerous automotive segments.

Alexander De Bock

Chief Financial Officer

Alexander De Bock was appointed Chief Financial Officer and Executive Director of TI Fluid Systems in April 2023. With 16 years of automotive financial leadership, Alexander previously served as CFO and Senior Vice President for ZF Friedrichshafen’s Commercial Vehicle division and CFO at WABCO Holdings. He began his career in audit assurance at Arthur Andersen (now Deloitte).

Terry Campbell

President & Chief Executive Officer

Terry Campbell has more than 25 years of global automotive leadership, renowned for driving operational excellence, innovation, and customer-centric solutions. Terry served as CEO and, previously, Chief Operations Officer at ABC Technologies. His extensive experience also includes senior roles at The Woodbridge Group as COO and at Johnson Controls Automotive Experience Group as Vice President & General Manager, responsible for the Americas & Asia Pacific. He also held various senior management positions at Magna International.