Aftermarket Technology Corporation

In January 2003, Watch Hill Partners was retained by Aftermarket Technology Corporation (“ATC”) and Aurora Capital Group to serve as a financial advisor on ATC's contemplated going-private transaction. ATC, based in Downers Grove, Illinois, is the leading remanufacturer and distributor of transmission and other drive train products used in the North American automobile and light truck aftermarket industry. ATC operates 19 manufacturing facilities and 65 distribution centers across North America and one remanufacturing facility in Europe. Aurora first invested in ATC in 1994, took the company public in 1996, and completed 14 add-on acquisitions over the course of the next 10 years.

During the course of Watch Hill's engagement, we advised ATC and Aurora Capital on a variety of potential exit strategies from a strategic, going-private sale to an exit via a secondary stock offering. We also provided advice as to the private placement of a block of registered securities to a third party investment fund.

Due to market dynamics and a new management team, Aurora and ATC ultimately decided that the optimal solution was to exit via a secondary stock offering which would provide ATC shares with a greater public float and wider coverage among equity analysts. This offering was completed in March 2005. Our extensive involvement in analyzing a variety of exit alternatives for ATC exemplifies the creativity and focus that we bring to each engagement.