PRESS RELEASES

True Value Company and Acon Investments Announce Strategic Partnership To Accelerate Transformation of True Value Business

March 15, 2018

True Value retailers to benefit from return of approximately $229 million, while retaining 30% holding in the new True Value
Transaction will create a more flexible, growth-oriented business offering retailers national brand and strong retail support
Led by current leadership, True Value will continue executing on its strategic plan, modernizing the business model and supporting the long-term future of independent hardware retailers


CHICAGO, March 15, 2018
– True Value Company (“True Value”), one of the world's largest retailer-owned hardware cooperatives, and ACON Investments (“ACON”), a diversified international private equity investment firm, today announced that they have entered into a definitive agreement to accelerate True Value’s long-term strategy to better support independent retailers.

Under the terms of the agreement, ACON will make a strategic investment in the new True Value operating company. ACON’s investment will result in current True Value retailers having 70% of their invested capital, 100% of their promissory notes and the 2017 Patronage Dividend repaid following close. This represents approximately $229 million in returns and credits to current True Value retailers, who will also retain a 30% holding in the new True Value Company.

The Board of True Value is unanimously recommending this transaction, which it believes represents a unique opportunity to accelerate the transformation of the business while also delivering compelling financial and retail benefits to our retailers. Benefits for retailers include:

RETURN OF MAJORITY OF INVESTED CAPITAL: Current True Value retailers will have 70% of their A & B stock (~$136 million) and 100% of promissory notes (~$72 million) repaid along with the 2017 Patronage Dividend of $20.6 million following the close of the transaction, representing a return of approximately $229 million to invest how they know best. Of that total, approximately $196 million will be paid in cash and approximately $32.7 million will be credited to eliminate amounts owed to the company.

ONGOING STAKE IN THE NEW TRUE VALUE: Current retailers will retain a 30% holding in the new True Value, allowing them to share in the additional value the company hopes to create in partnership with ACON.

VOLUME AND GROWTH REBATE PROGRAM: A volume and growth rebate program will keep the cost of doing business with True Value substantially similar for retailers.

NO NEW INVESTMENT REQUIRED FOR CURRENT OR NEW CUSTOMERS: There will no longer be a requirement to purchase stock to be able to purchase products from True Value, freeing up our members’ and customers’ capital.

NO NATIONAL AD FEE: The previously announced commitment to eliminate the promotional advertising fee will be upheld. True Value will continue to offer retailers à la carte marketing and advertising programs that will be highly customizable to help promote their businesses locally.

ACCESS TO NATIONALLY RECOGNIZED BRAND: Retailers can continue to use the True Value brand which gives them access to the trademark for use in their stores and advertising programs as well as other brand related programs like ship-to-store.

CONTINUED DAY-TO-DAY BENEFITS: Retailers will also benefit from the strengthening of retail services core to their success in doing business with True Value: competitive pricing and product, superior product availability and delivery, and à la carte value-added services like eCommerce ship-to-store, store remodel support and True Value University educational offerings.

“True Value and our retailers have been on a journey of progress together, as we have implemented our long-term strategic plan and invested in the business. As the retail industry continues to experience unprecedented change, we must ensure that True Value stays ahead of that change, so that we are best placed to support the independent hardware retailer for decades to come. As we have said consistently we must always seek methods to accelerate our strategy and we believe that this partnership offers us a unique opportunity to do just that. As the only branded national wholesaler without a membership requirement, True Value will lead the modernization of the business model in this channel,” said John Hartmann, President and CEO of True Value.

Hartmann continued, “We are very excited to be partnering with ACON, which has an impressive track record and highly relevant experience and expertise. We believe this is a fantastic opportunity for our retailers that will allow them to unlock the substantial majority of their investment while accelerating the transformation of the company to better serve our customers. We look forward to discussing the compelling benefits of this partnership with all of our retailers, and we are confident that they will support this initiative as the best way to ensure the long-term viability of the independent hardware retailer.”

“We have long admired the iconic True Value brand and have been impressed with the robust business that its retailers and support team have built together,” said Aron Schwartz, Managing Partner of ACON. “We strongly believe in the future of the independent hardware retailer and fully support the strategy that John and the rest of the True Value team have put in place. We look forward to working with True Value’s current leadership team to accelerate this strategy and better support retailers’ independence, growth and profitability.”

TRUE VALUE ADVISORS
Piper Jaffray served as True Value’s Investment Bank, Winston & Strawn LLP served as True Value’s primary legal advisors along with Dorsey & Whitney LLP and Morris, Nichols, Arsht & Tunnell LLP, and Alvarez and Marsal’s Transaction Advisory Group and RSM US LLP acted as True Value’s financial advisors.

ACON ADVISORS
Hogan Lovells LLP served as ACON’s legal advisor. Alvarez & Marsal’s Private Equity Performance Improvement Group, The Boston Consulting Group, BridgeNet Solutions, KPMG LLP, Triton Value Creation, and Willis Towers Watson supported ACON in its due diligence. PNC Capital Markets is serving as the lead Agent for the company’s credit facility.

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About True Value Company
True Value Company, headquartered in Chicago, is one of the world’s largest retailer-owned wholesale hardware cooperatives with gross billings of over $2.0 billion and revenue of $1.5 billion in 2017. The True Value cooperative includes approximately 4,400 independent retailer locations worldwide operating under the store identities of True Value, True Value Rental, Grand Rental Station, Taylor Rental, Home & Garden Showplace and Induserve Supply. Additional information on True Value and its retail identities is available at www.truevaluecompany.com.

About ACON Investments
ACON Investments, L.L.C. is a middle-market private equity investment firm led by a cohesive team that has been investing together for over 20 years. We partner with management teams to create value through separate funds for our investors across a wide range of industries in the U.S. and in Latin America. Founded in 1996, ACON is responsible for managing approximately $5.5 billion of capital.

ACON is committed to creating value for our investors by pursuing investments in industry-leading companies with dynamic management teams and untapped potential in compelling industries. We form strong partnerships with these talented management teams and support them with a flexible hands-on approach.

ACON has invested in a diverse portfolio of companies spanning over 60 investments in the United States, Europe and Latin America with operations spanning across six continents. Together, our portfolio companies reflect the breadth of our investment experience across various industries and geographies.


Contacts:

Jean Niemi
True Value Company
Vice President, Communications
773-695-5253
Jean.Niemi@truevalue.com


Midhat Pawlak
ACON Investments, LLC
202-386-9767
MPawlak@aconinvestments.com