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Automotive IQ Summary of M&A and Capital Markets Activity in the Automotive Industry AmherstPartners.com Fourth Quarter 2017

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AutomotiveIQ

Summary of M&A and Capital Markets Activity in the Automotive Industry Amhers tPar tners .com

Fourth Quarter 2017

July 3, 2017 - Elkhart, Indiana-based Lippert Components Inc. acquired Italy-based Metallarte srl. Metallarte manufactures entry and compartment doors for producers of leisure vehicles. Lippert management cited access to the European RV supplier market as a key driver for this acquisition. The announced transaction value was $17 million.

July 25, 2017 - Cedar Rapids, Iowa-based Folience Inc. acquired Sumner, Iowa-based Life Line Emergency Vehicles Inc. Life Line manufactures ambulances. Folience management cited the mutual interest in a combined employee-owned (ESOP) company and product diversification as key drivers in the transaction. The finan-cial terms of the transaction were not disclosed.

August 1, 2017 - Southfield, Michigan-based Methode Electronics Inc. (NYSE:MEI) acquired Canada-based Pacific Insight Electronics Corp. (TSX:PIH). Pacific Insight manufactures LED system products, indirect and direct lighting systems, and other electronic control modules for OEMs in the commercial, automotive, and specialty vehicle markets. Methode management cited the complemen-tary nature of the companies’ products and expertise and Pacific Insight’s innovation and technology in LED-based ambient and direct lighting as key drivers for the acquisition. The announced transaction value was $110 million, which implies revenue and EBITDA multiples of 1.1x and 9.4x, respectively. August 2, 2017 - Japan-based S.D.L Driven Performance Brands acquired Opelika, Alabama-based APR LLC. APR provides engi-neered aftermarket performance products such as cylinder heads, engine internals, diverter valves, intake manifolds, motor mounts, valve train, gauges, and induction plumbing. Driven management noted APR’s products are highly complementary to Driven’s brand. The financial terms of the transaction were not disclosed.

August 17, 2017 - Eastlake, Ohio-based US Lighting Group Inc. (OTCPK:USLG) acquired Eastlake, Ohio-based Intellitronix Corp. Intellitronix manufactures automotive accessories. US Lighting management cited Intellitronix’ expertise in LED digital instruments and automotive and custom electronics as key drivers for this acquisition. The announced transaction value was $4 million.

August 30, 2017 - Germany-based Schaeffler India Limited (BSE:505790) announced an agreement to acquire India-based Luk India Pvt. Ltd. Luk manufactures clutch, transmission compo-nents, and systems for automotive applications. Schaeffler man-agement cited cost and supply-side efficiencies as key drivers for the acquisition. The announced transaction value was $417 million, which implies revenue and EBITDA multiples of 3.7x and 21.2x, respectively. October 3, 2017 - Private equity group KV Private Equity Inc. acquired Canada-based Off Grid Trailers. Off Grid Trailers manu-factures rugged off-road expedition and teardrop trailers. KV man-agement noted Off Grid’s product line complements KV’s recent investment in similar companies. The financial terms of the transac-tion were not disclosed.

Recent Deal Activity Q3/Q4 2017

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October 17, 2017 - Ann Arbor, Michigan-based SF Motors Inc. acquired Redwood City, California-based InEvit Inc. InEvit manufac-tures slide-in battery modules for electric vehicles. SF management noted InEVit’s expertise, patented chassis technologies, and manu-facturing resources will be leveraged to help scale its e-powertrain production. The announced transaction value was $33 million.

October 27, 2017 - Colmar, Pennsylvania-based Dorman Products Inc. (NasdaqGS:DORM) acquired Canada-based MAS Automotive Distribution Inc. MAS manufactures chassis, steering, suspen-sion, and alignment components for the automotive aftermarket throughout North America. MAS’s chassis and control arms comple-ment Dorman’s product lines and increases the combined compa-nies’ leadership position in the aftermarket chassis and suspension markets. The financial terms of the transaction were not disclosed.

November 1, 2017 - Private equity group Mosaic Capital Corporation (TSXV:M) acquired Canada-based Circle 5 Tool and Mold LP. Circle 5 provides injection molded solutions to the automotive and non-automotive industry. Circle 5 management noted its succession issues and organic and acquisition growth opportunities as key drivers for the transaction. The financial terms of the transaction were not disclosed.

November 23, 2017 - China-based Zhejiang VIE Science & Technology Co. Ltd. (SZSE:002590) announced an agreement to acquire Richmond, Virginia-based Evatran LLC. Evatran manu-factures Plugless L2 wireless electric vehicle charging systems. Zhejiang management cited Evatran’s wireless technology as rationale for the acquisition. The announced transaction value was $10.5 million, which implies revenue and EBIT multiples of 1.8x and 7.8x, respectively.

December 14, 2017 - Troy, Michigan-based Horizon Global Corporation (NYSE:HZN) announced an agreement to acquire Netherlands-based Brink Group B.V. Brink manufactures tow-ing systems. Horizon management cited Brink’s product portfolio and manufacturing expertise as rationale for the acquisition. The announced transaction value was $200 million which implies a revenue multiple of 1.3x.

December 14, 2017 – Livonia, Michigan-based Deshler Group acquired Ferndale, Michigan-based Uni-Bond Brake LLC. Uni-Bond manufactures brake components for automotive and heavy duty applications. Deshler management cited Uni-Bond’s product reliability and aftermarket focus as key drivers for the acquisition. The announced transaction value was $3 million which implies a revenue multiple of 0.2x.

December 18, 2017 - China-based Zhejiang Kandi Vehicles Co., Ltd. announced an agreement to acquire China-based Jinhua An Kao Power Technology Co. Ltd. Jinhua manufactures electric car batteries and charging systems. Zhejiang management cited Jinhua’s electric car battery replacement technologies as a means to strengthen Kandi’s EV battery exchange offerings as the key driv-er for the acquisition. The announced transaction was $45 million.

70%80%90%

100%110%120%130%140%150%160%170%

Amherst Partners' Supplier Index S&P 500 Stock Index

Source: Capital IQ.

Left Axis: Index Value

($ in millions) 12/31/17 Qtrly Price Market Total LTM Gross EBITDA Net Debt/ Enterprise Value/LTMCompany Stock Price Change Cap. EV(1) Revenue EBITDA Margin Margin EBITDA Revenue EBITDA

American Axle & Manufacturing 15.80$ (10%) 1,761$ 2,803$ 4,029$ 643$ 19% 16% 1.6x 0.7x 4.4xBorgWarner Inc. 45.93 (10%) 9,728$ 11,741$ 9,209$ 1,536$ 22% 17% 1.3x 1.3x 7.6xCooper Tire & Rubber Co. 38.78 4% 2,080$ 2,084$ 2,918$ 553$ 23% 19% NM 0.7x 3.8xDana Holding Corporation 23.45 (16%) 3,391$ 4,922$ 6,078$ 668$ 15% 11% 2.1x 0.8x 7.4xGentex Corp. 17.36 (12%) 4,987$ 4,231$ 1,746$ 616$ 39% 35% NM 2.4x 6.9xGentherm Incorporated 39.50 6% 1,450$ 1,479$ 951$ 158$ 33% 17% 0.2x 1.6x 9.4xGoodyear Tire & Rubber Co. 35.67 7% 9,022$ 14,221$ 15,166$ 2,497$ 27% 16% 2.0x 0.9x 5.7xJohnson Controls Inc. 43.65 8% 41,446$ 55,491$ 42,598$ 3,996$ 22% 9% 3.3x 1.3x 13.9xLear Corp. 150.68 (13%) 10,056$ 10,881$ 19,292$ 1,929$ 12% 10% 0.4x 0.6x 5.6xMeritor, Inc. 17.88 (31%) 1,598$ 2,487$ 3,074$ 248$ 14% 8% 3.5x 0.8x 10.0xModine Manufacturing Co. 16.58 (14%) 831$ 1,311$ 1,503$ 126$ 17% 8% 3.8x 0.9x 10.4xShiloh Industries Inc. 8.35 (20%) 194$ 430$ 1,051$ 70$ 11% 7% 3.4x 0.4x 6.2xStandard Motor Products Inc. 52.84 10% 1,197$ 1,264$ 1,102$ 149$ 30% 14% 0.4x 1.1x 8.5xStoneridge Inc. 15.68 (21%) 443$ 568$ 738$ 80$ 29% 11% 1.4x 0.8x 7.1xSuperior Industries International 20.23 21% 506$ 476$ 721$ 81$ 11% 11% NM 0.7x 5.9xTenneco Inc. 58.66 (3%) 3,184$ 4,473$ 8,755$ 768$ 17% 9% 1.5x 0.5x 5.8xTower International, Inc. 22.65 (17%) 459$ 876$ 1,907$ 186$ 12% 10% 2.0x 0.5x 4.7x

Median(2) 19% 11% 1.8x 0.8x 6.9xMean 21% 13% 1.9x 0.9x 7.3x

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Automotive Supplier Trading Multiples

(1) EV (“Enterprise Value”) is defined as market capitalization plus net debt, preferred equity and minority interest.(2) Median and mean values exclude all non-meaningful values.

Amherst Partners Automotive Supplier Index

Source: Capital IQ

Ind

ex V

alu

e

U.S. Total Vehicle Sales

Source: IHS

Source: Capital IQ (as of December 31, 2017)

10.4 11.6

12.7 14.4

15.516.4

17.8 17.8

.00.0

2.0

4.0

6.0

8.0

10.0

12.0

14.0

16.0

18.0

2010 2011 2012 2013 2014 2015 2016 2017

Tota

l Uni

ts S

old

(in M

illio

ns)

CHART TITLE: U.S. Total Vehicle Sales

Source: Ward's Automotive

Left Axis: Total Unis Sold (in millions)

CHART TITLE: U.S. Total Vehicle Sales

Source: Ward's Automotive

Left Axis: Total Unis Sold (in millions)

$1,503.4 $1,619.2

$1,766.2 $1,797.4 $1,703.2 $1,798.4 $1,742.6 $1,811.0

9.9% 9.5% 9.4% 10.3% 9.8% 10.2% 10.7% 10.8%

0.0%2.0%4.0%6.0%8.0%10.0%12.0%14.0%16.0%18.0%

$- $200 $400 $600 $800

$1,000 $1,200 $1,400 $1,600 $1,800 $2,000

2010 2011 2012 2013 2014 2015 2016 2017

Agg. Asian Sales Agg. European Sales Agg. North American Sales Total OEM EBITDA Margin

95 91 90 100 88 105 91 86

63

192 213

257 245

190 217 227

268 272

0

50

100

150

200

250

300

350

2009 2010 2011 2012 2013 2014 2015 2016 2017Domestic International

1.5x 1.4x 1.3x 1.3x 1.6x

1.8x 1.8x 1.4x 1.6x

1.4x 1.4x 1.5x 1.8x 1.8x 1.8x 1.8x

.0x

1.0x

2.0x

3.0x

Chart Title: U.S. Supplier Index Median Net Debt/EBITDA

Source: Capital IQ.

Global OEM Aggregate Sales and EBITDA Margin

Amhers tPar tners .com

Supplier Index - Median Net Debt/LTM EBITDA

Source: Capital IQ

AutomotiveIQ

Supplier Index - Median Enterprise Value/LTM EBITDA

Source: Capital IQ

Global Automotive M&A Activity

Tota

l Tra

nsa

ctio

n V

olu

me

(#

)

Source: Capital IQ

Sources: Capital IQ, OneSource, SEC filings, company information and Amherst research.

Search Criteria: (1) Automobiles and Components (primary); (2) Mergers or acquisitions for majority control; (3) Transactions announced date (Including bids and letters of intent)

6.6x 7.0x 6.0x

7.3x 6.7x 7.1x 6.3x 6.1x 6.2x

5.6x 6.6x 7.0x 7.0x 7.0x 6.9x 6.9x

.0x

2.0x

4.0x

6.0x

8.0x

10.0x

Chart Title: U.S. Supplier Index Median Enterprise Value/LTM EBITDA

Source: Capital IQ.

D

olla

rs in

Mill

ion

s

Amherst Partners LLC is a boutique, independent Investment Banking, Restructuring Advisory, and Management Consulting firm. Securities transactions are offered through Amherst Partners’ wholly-owned subsidiary, One Amherst Partners LLC, a registered broker-dealer and member of FINRA (www.finra.org) and SIPC (www.sipc.org).

This report is published solely for informational purposes and is not to be construed as rendering legal, accounting or investment advice or as a solicitation or an offer to buy or sell securities. Although information contained in this report has been obtained from and is based on sources that Amherst Partners LLC believes to be reli-able, it is not guaranteed as being accurate. Past performance is not an indication of future results.

© Copyright 2017 Amherst Partners, LLCAll Rights Reserved.

About AmherstAmherst Partners’ track record spans over 20 years of investment banking excellence, using senior level advisors to create unique solutions for middle-market transactions.

Our Services

• Merger & Acquisition Advisory• Capital Raising• Restructuring Advisory• Management Consulting

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Contact Us Don Luciani, Partner Head of Automotive [email protected]

Chas Chandler, [email protected]

Scott Eisenberg, [email protected]

Sheldon Stone, [email protected]

Jeremy Falendysz, Managing [email protected]

Thomas McCabe, Managing [email protected]

James Morden, Managing [email protected]

John W. Patterson, Managing [email protected]

Brian Phillips, Managing [email protected]

Matthew Feldman, [email protected]

As a partner in IMAP, Amherst maintains a well-established net-work of international offices in over 40 countries. In 2016, IMAP advisers completed 165 global tranactions, with an aggregate transaction value of more than $4.6 billion. Through our IMAP partners, Amherst benefits by having sea-soned deal professionals “on the ground” across the globe, with first-hand knowledge of the local cul-tural and business environment.

For more information on Amherst Partners, please visit our web site at www.amherstpartners.com.