Barnes Group to acquire Kar Products

Barnes Group Inc. Bristol, CT, has signed a definitive agreement to acquire Kar Products, Des Plaines, IL, a distributor of MRO supplies to fleet, industrial, construction, transportation and other markets. The acquisition is expected to close in the first quarter of 2003 and add more than $120 million in annual sales to Barnes Group Inc.'s Barnes Distribution unit, creating an industrial distribution unit with sales of more than $350 million. Purchase consideration will include a combination of cash and Barnes Group Inc. common stock.
Founded in 1950, Kar Products sells to a customer base of 80,000 in the U.S. and Canada, with a traditional focus on auto dealers, fleet, heavy equipment and repair shops. It sells a range of products, including cap screws to air fittings to spray paint and a range of MRO supplies.

"Kar Products is an excellent strategic fit with our existing Barnes Distribution operation, providing us with an organization that, like Barnes Distribution, is highly service-oriented and that expands our geographic and product line reach," said Edmund M. Carpenter, president and CEO. "Kar Products adds to Barnes Distribution a diversified customer base in all 50 states, Puerto Rico, and Canada, further enhancing our leadership position within the MRO market and reinforcing our international presence. As with the 2000 acquisition of Curtis Industries, we expect to achieve cost savings and other synergies through headquarters and infrastructure consolidation in this acquisition. We anticipate that the acquisition will be accretive within the first year."

"The combination of Barnes Distribution and Kar Products will provide us with an unmatched sales organization in the North American MRO market, creating a top 20 industrial distribution company with total North American sales of more than $350 million," said Keith Drewett, President, Barnes Distribution. "The combined sales and service organization will have a direct field sales force of more than 1,600 professionals, allowing us to further enhance our ability to service national, regional and local customers rapidly in virtually every zip code in North America."

"This is now the eighth acquisition that Barnes Group has undertaken since late 1999, and the third acquisition for our Barnes Distribution unit. We are very pleased with the successful integration of the Bowman, Mechanics Choice, Curtis and Raymond brands into Barnes Distribution over the past two years. We will continue to identify acquisition opportunities that complement and expand our company and that will help create shareholder value over the long term," Carpenter said.

Barnes Group Inc. (www.barnesgroupinc.com) is a diversified international manufacturer of precision metal parts and distributor of industrial supplies, serving a wide range of markets and customers. Founded in 1857Barnes Group consists of three businesses with 2001 sales of $769 million: Associated Spring, one of the world's largest manufacturers of precision mechanical and nitrogen gas springs; Barnes Aerospace, a manufacturer and repairer of highly engineered assemblies and products for commercial and military aircraft engines and airframes, and for land-based industrial gas turbines; and Barnes Distribution, a full service international distributor of maintenance, repair and operating supplies. Barnes Group has 5,200 employees at more than 50 locations worldwide.