CHARLOTTE, N.C.—Majority ownership in the country's largest independent marketer of tires and tire-related products is about to change hands. J.H. Heafner Co. Inc. has agreed to sell the majority of its equity interests—controlled by the Gaither family—to Charlesbank Capital Partners LLC. The private equity firm, with offices in Boston and New York, also will acquire some Heafner stock held by outside investors.
The amount of the transaction, which likely will close within 30 to 60 days, was not disclosed. It will make Charlesbank the majority owner of Charlotte-based Heafner and its Heafner Group of retail and wholesale operations.
Once the stock sale is complete, Ann Heafner Gaither, currently chairperson and a large shareholder in Heafner, will retire. She will be succeeded by her son, William H. Gaither, who will turn over his president and CEO positions to Donald C. Roof, presently Heafner's senior vice president and CFO.
The Heafner Group includes Heafner-ITCO Tires & Products in the Southeast and Competition Parts Warehouse, Winston Tire and California Tire in California and Arizona—all operations Heafner has acquired over the past several years. The company also markets its own private tire brands: Regul, Winston and Dynatrac.
The Charlesbank deal was undertaken partly due to ``estate issues,'' Mr. Gaither said, including ``planning for (Mrs. Gaither's) retirement years.'' But he also views it as just ``another step in the company's evolution'' that will help guarantee a steady flow of cash for future expansion.
``Obviously, we're still committed to expanding, and to do that we need the capital,'' Mr. Gaither told Tire Business. ``You can try, but you can't do it all on debt—God knows I've tried.''
He noted that Charlesbank has a ``record of long-term investing...and we thought they'd be excellent partners for us.''
Charlesbank manages a $1.7 billion portfolio of private equity and real estate assets on behalf of a Harvard University endowment, as well as a $300 million fund for new private equity investments and a $250 million fund for new real estate investments.
``Their focus, historically, has been to let existing management run a company,'' Mr. Gaither said. But they bring some ``big things'' to the table as well, including a hefty influx of capital and expertise, ``plus they're a long-term player, as opposed to some fund that has a seven-year life, then has to find some kind of exit strategy. That is not the case here.''
He would not say exactly what stake Charlesbank will control, but said he will retain a ``sizable portion'' of Heafner's stock.
The shuffling of positions at Heafner's executive level merely reflects Mr. Gaither's personal philosophy that every seven or eight years ``you ought to change jobs.''
``I was going to `fire' myself anyway,'' he said. ``I think companies need to continually evolve and look at themselves.*.*.*. This goes with my plans since day one to put somebody else in my position. Even without this (deal) I would have done this.''
Becoming chairman also is a natural evolution for Mr. Gaither. The president and CEO positions, he explained, have become more concentrated on duties such as Securities and Exchange Commission filings, bond issues and budgets— areas that he said are Mr. Roof's strengths.
``I'm basically a tire jockey. I was born and bred a tire salesman,'' Mr. Gaither said, ``so my strength is operations and marketing, not taxes.
``I think it's good for a company to be uncomfortable,'' he continued. ``Being uncomfortable breeds focus. If you're too comfortable, it's like playing the same golf course every day.''
Periodically, ``a company needs different people looking at what's going on.''
While the Charlesbank transaction is not a prelude to Heafner soon becoming a publicly owned company, ``down the road, that's still an option,'' he said. ``But you go public to raise capital, and we just raised a bunch of it.'' He sees a "high likelihood" the company will take that route, though not for at least three to five years.
Meanwhile, Heafner is riding the crest of what he called ``wonderful'' 1998 earnings tied to double-digit sales increases that have carried through to its first-quarter results this year.
``This year's performance is going to mirror last year's, we hope, with double-digit growth and increased earnings,'' Mr. Gaither said.
After combining or closing several sites, Heafner now operates about 70 distribution centers and is refurbishing and updating its tally of approximately 215 retail stores.
The company had 1998 revenues in excess of $1 billion and is forecasting $1.1 billion for 1999.
``We are the largest,'' he said, ``and intend to keep that move going and keep growing.''