LDI Ltd., LLC

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LDI Ltd., LLC

54 Monument Circle, Suite 800
Indianapolis, Indiana 46204
U.S.A.
Telephone: (317) 237-5400
Fax: (317) 237-2280
Web site: http://www.ldiltd.com

Private Company
Incorporated: 1912 as U.S. Corrugated-Fibre Box Company.
Employees: 2,000
Sales: $855 million (2003 est.)
NAIC: 423120 Motor Vehicle Supplies and New Parts Merchant Wholesalers; 321918 Other Millwork; 512120 Motion Picture and Video Distribution; 551112 Offices of Other Holding Companies

LDI Ltd., LLC, is a privately owned management holding company that specializes in whole distribution of clothing, motorcycle parts, bicycle frames, and auto products. The company owns Tucker Rocky Distributing, a wholesale distributor of apparel and aftermarket equipment for the watercraft, motorcycle, and snowmobile markets. LDI also holds a majority stake in FinishMaster, Inc., a public company that is a leading independent distributor of automotive paints, coatings, and related accessories to the $2.5 billion U.S. automotive refinishing market.

Beginnings

The company began in 1912 when Howard J. Lacy co-founded the U.S. Corrugated-Fibre Box Company in Indianapolis, Indiana. His son, Howard J. Lacy II, took over the reins of the company in 1952. Upon his unexpected death from a heart attack in 1959, his wife Edna Lacy at the age of 53 immediately took over leadership responsibilities as president, chairman of the board, and treasurer of the company that her father-in-law had started. By this time, the company had six plants in Indiana, New York, Pennsylvania, Ohio, Connecticut, and West Virginia. Edna Lacy fended off offers to purchase the company with the intention to carry on the family run business.

Mrs. Lacy was born Edna Balz and raised in Indianapolis. After graduating from the University of Michigan in 1928 with a degree in education, she taught in the Indianapolis public schools. She married Howard Lacy in 1934 and settled into the role of conventional wife and mother. After she assumed the leadership of the company, Edna Lacy grew and diversified the business as a national leader in corrugated box production. In 1973, she acquired Jessup Door Company, a producer of solid wood panel doors, and, in 1972, the company changed its name to Lacy Diversified Industries to better reflect its diversification strategy. Edna Lacy retired from the day-to-day operations in 1983, handing over the reins to her son, Andre. She remained as chairman of the board, however.

The 1980s: New Leadership, New Direction

As LDI's new president and chief executive officer, Andre B. Lacy already had a long association with the family business. He began his career with the company as a child, distributing mail during summer breaks from school. After graduating from Denison University in 1961 with a bachelor of arts in economics, he worked in various positions of increasing responsibility, including as analyst, sales representative, plant manager, regional manager, and eventually, executive vice-president and chief operating officer. As LDI's president and CEO, Lacy soon grew unhappy with the company's direction and began a drastic restructuring. By closing down unprofitable facilities and upgrading others, he and his managers established the company as the nation's second largest independent box manufacturer.

The company made a profitable venture of selling cardboard to contain every conceivable product, but Lacy grew tired of the business. As a result, he decided to sell it. In recounting the reasons behind the divestment, Lacy told the Indianapolis Business Journal in 2004 that the industry "had a lower appetite for making money than we did." In the same year, he told the Indiana Business Magazine that in "1980 I wasn't comfortable where the company was headed. I thought we were coming up against a ceiling for what our company could be so we decided to make our move, make improvements and do an orderly divestment." Lacy's decision to sell the business initially ran into trouble with what he found to be an over-controlling and indeci-sive board, but the Lacy family and its outside board of trustees nevertheless soon began exploring other industries, especially those in which they could add value to the product or service. The corrugated box business was based primarily on a surrogate distribution model with the company buying a product, adding value, and selling it.

After divesting the corrugated box business in 1984, Lacy Diversified Industries became LDI Ltd., LLC, and Lacy began leading the company in the direction of acquiring and reinventing small niche distributors. It first acquired Major Video Concepts, a recorded-videotape distributor, followed in subsequent years by the purchase of eleven other distributors. LDI sought to invest in low-profile, small-niche distributors in industries with a total market of $3 billion to $5 billion and in which it could be a leading player. Such small distributors often escaped the notice or otherwise attracted little interest of large corporate giants. In 1989, LDI purchased Tucker Rocky Distributing, a Dallas wholesale distributor of after-market parts for power-sports industry, including motorcycles, snowmobiles, all-terrain vehicles, and watercraft. With this purchase, LDI also acquired Answer Products, Inc., a bicycle products distributor based in California, which was owned by Tucker Rocky. Two years later in 1991, the Tucker Rocky subsidiary acquired MS Racing, a leading off-road motorcycling distributor and apparel brand based in Riverside, California, for $1.7 million though bankruptcy court. The purchase gave the subsidiary exclusive rights to High-Point, MS Racing, and Malcolm Smith product brands. Tucker Rocky also acquired Biker's Choice (formerly NEMPCO), a leading cruiser aftermarket wholesaler.

The 1990s: New Acquisitions

In 1996, the private holding company LDI bought a 67 percent stake in publicly traded FinishMaster of Kentwood, Michigan, a distributor of automotive paints, coatings, and related materials to the automotive refinishing industry. Founded in 1968, FinishMaster grew to operate numerous outlets throughout the U.S. before being acquired by LDI. One year later in 1997, LDI promised to become a $1 billion company and the leader in the after-market auto finishes business with a $69 million offer to purchase of California-based Thompson PBE, Inc., FinishMater's main rival. The offer was made through LDI's controlling interest in FinishMaster for $8 a share of Thompson stock, and stood to give FinishMaster the number one market position in North America.

The two companies—which represented the largest players in the fragmented market of paint suppliers to auto-body shops and other metal-painting businesses—promised to create a company with sales of more than $300 million. Although both companies had proved profitable by doubling sales since going public in the early 1990s, their profits dropped off as they raced to consolidate the industry through acquisition. By comparison, in 1996, FinishMaster reported net income of $700,000 on revenue of $125 million, while Thompson posted $1.1 million on sales of $178 million. As Thompson's sales rose, its stock nose-dived, falling from $19.50 per share in June 1995 to $2.75 in April. FinishMaster's stock also had taken a hit, but the fundamental difference between the two firms was ownership. Unlike FinishMaster, Thompson was largely owned by institutional investors and a venture capital firm with expectations to show short-term results. As a subsidiary of a privately-owned firm, however, FinishMaster could afford to be patient in order to grow the business over the long term. With the precipitous decline of Thompson's stock price, Lacy saw opportunity in buying the firm to further his aims of consolidating and dominating the industry with an all-cash deal with bank loans. With the acquisition, FinishMaster hoped to battle the estimated 4,000 competitors in the $3.5 billion industry on a customer-by-customer basis. In subsequent years, FinishMaster winnowed down the numerous competitors through the acquisition of small distributors, merging them under the FinishMaster umbrella, and bolstering the sales force. At the time of LDI's offer for Thompson, the holding company also held a number of other firms, including Tucker-Rocky Distributing, a Dallas supplier of outdoor sports equipment; Answer Products, Inc., a California bicycle-products distributor; and Major Video Concepts, an Indianapolis firm that distributed videos to stores nationwide. In addition, LDI managed an investment portfolio valued at more than $100 million.

In 1998, LDI's power sports distributor Tucker Rocky announced an overhaul of its warehouse distribution network. At the time, Tucker Rocky reached more than 9,000 dealers, had 500 plus employees, and did business with most of the major vendors in the powersports market. The reorganization involved going from twelve branches/warehouses to eight, while at the same time tripling its total warehouse space. Tucker Rocky aimed to implement the changes to better serve manufacturers and retailers with a more up-to-date, state-of-the-art distribution network. The company believed that new technology would enable it to improve product forecasting, ordering, warehousing, and inventory management. The old warehouse system had evolved through a series of acquisitions rather than according to a master plan. The new locations for the implementation of purpose-built facilities were selected for their proximity to major shipping centers around the country. The reorganization also called for every warehouse to stock every part, which would allow the firm to efficiently serve its various dealers.

Company Perspectives:

As a privately held growth institution, it is the mission of LDI Ltd., LLC, to manage a portfolio of strategic businesses for the purpose of maximizing long-term intrinsic value for our customers, employees and shareholders. Values guiding this mission are: leadership; maintaining the Company's reputation for integrity; superior service and products; and outstanding customer, employee and community relations.

The 2000s: Continued Growth

In September, 2003 FinishMaster expanded into ten new markets with the acquisition of Germany-based BASF Corporation, which had operated under the name Automotive Refinish Technologies. The firm's sales outlets were in Atlanta and Augusta, Georgia; Austin, Texas; Buffalo, New York; Huntsville, Alabama; Las Vegas, Nevada; Memphis, Tennessee; Oklahoma City, Oklahoma; St. Louis, Missouri; and Spring-field, Illinois. The transaction called for FinishMaster to become BASF's national distributor for paint and materials sales earned through BASF's internet ordering site.

In March 2004, LDI sold Answer Products, Inc., which had become an industry leader in the making of handlebars and suspension systems for mountain bikes, to venture capitalist firm, Swander Pace Capital (SPC) for an undisclosed sum. The sale represented LDI's strategy of spinning off firms when it believed the industry had reached capacity. For example, it had sold its first venture, Major Video Concepts, in 2000 after riding the consumer market for home-videos from the beginning to almost the end. Answer's director of brand management and sales, Joel Smith, said the bicycle products firm was happy about the change and expected the sale would result in expanded business. Based in San Francisco, California, SPC operated as an investment firm with more than $660 million in capital. After being founded in 1996, the investment firm went on an aggressive buying spree, acquiring dozens of consumer product brands. The firm came to manage an eclectic assortment of companies, including glove and umbrella maker Totes-Isotoner, Mrs. Fields cookies, Reef sandals, Skateboard World Industries, and others. Although LDI had nurtured Answer's growth since its acquisition in 1989, the bicycle firm's options were limited when the holding company began an exclusive focus on the distribution business. LDI had been looking to sell Answer for five years before concluding the deal with SPC. Nonetheless, LDI continued to see opportunities in Tucker Rocky and FinishMaster through developing a strong sales force and making sure the companies were client-friendly.

Principal Subsidiaries

FinishMaster, Inc.; Tucker Rocky Distributing.

Principal Competitors

Cannondale Corporation; Genuine Parts Company; Custom Chrome Inc.

Key Dates:

1912:: Howard J. Lacy cofounds U.S. Corrugated-Fibre Box Company.
1952:: Lacy's son, Howard J. Lacy II, takes over leadership of company.
1959:: Edna Lacy, wife of Howard J. Lacy II, becomes company president, chairman of the board, and treasurer after her husband's death.
1972:: Company changes name to Lacy Diversified Industries (LDI).
1983:: Andre B. Lacy becomes company president and chief executive officer.
1989:: LDI acquires Tucker Rocky Distributing Company.
1996:: Company buys a 67 percent stake in FinishMaster.
2003:: FinishMaster acquires German-based BASF Corporation.
2004:: LDI sells Answer Products, Inc.