August 01, 2014 9:33 PM ET

Auto Components

Company Overview of TriMas Company, L.L.C.

Company Overview

TriMas Company, L.L.C., through its subsidiaries, engages in the design, manufacture, and marketing of accessories for light trucks, sport utility vehicles, recreational vehicles, passenger cars, and trailers. Its products include towing and hitch systems, trailer components and accessories, electrical, brake, cargo carrying, and rack systems. The company serves commercial, industrial, and consumer markets. TriMas Company, L.L.C. was incorporated in 2002 and is based in Bloomfield Hills, Michigan. TriMas Company, L.L.C. operates as a subsidiary of TriMas Corporation.

39400 Woodward Avenue

Suite 130

Bloomfield Hills, MI 48304

United States

Founded in 2002

Phone:

248-631-5450

Fax:

248-631-5455

Key Executives for TriMas Company, L.L.C.

Vice President of Finance
Age: 59
President of Rieke Packaging Systems
Age: 60
President of Fastening Systems Group
President of Industrial Specialties Group
Age: 52
Senior Vice President
Age: 51
Compensation as of Fiscal Year 2014.

TriMas Company, L.L.C. Key Developments

TriMas Company LLC Enters into Term Loan and Revolving Loan Agreement

On October 16, 2013, TriMas Company LLC ('TriMas LLC'), a wholly owned subsidiary of TriMas Corporation (the 'TriMas Corp.'), entered into a credit agreement among TriMas LLC, TriMas Corp., the Subsidiary Term Borrowers party thereto, the Foreign Subsidiary Borrowers party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative and Collateral Agent (the “Credit Agreement”), comprised of a $175 million tranche A term loan and a $575 million revolving loan. The term loan amortizes in quarterly installments of $2,187,500 beginning in March 2014 through December 2016, and in quarterly installments of $3,281,250 from March 2017 through September 2018, with a final payment of the remaining term loan balance due on October 16, 2018. The revolving facility has a five year term ending on October 16, 2018. The revolving loan provides that up to $75 million of this loan may be used to obtain letters of credit, up to $75 million may be borrowed in specified foreign currencies and up to $47.5 million may be used to obtain swingline loans. The Credit Agreement also permits, subject to the satisfaction of certain conditions, additional revolving loan commitments and term loan commitments, from one or more of the existing lenders or other lenders (with the consent of the Administrative Agent) in an amount not to exceed the greater of $300 million and an amount such that, after giving effect to the making of such commitments, the senior secured net leverage ratio is no greater than 2.50 to 1.00. The obligations of TriMas LLC under the Credit Agreement are guaranteed by TriMas Corp. and certain of TriMas LLC’s domestic subsidiaries (the “Subsidiary Guarantors”) and are secured by substantially all of the assets of TriMas Corp., TriMas LLC and the Subsidiary Guarantors, including but not limited to: (a) pledges of and first priority perfected security interests in 100% of the equity interests of TriMas LLC and certain of TriMas LLC’s and the Subsidiary Guarantors’ domestic subsidiaries and 65% of the equity interests of certain of TriMas LLC’s and the Subsidiary Guarantors’ foreign subsidiaries and (b) perfected first priority security interests in substantially all other tangible and intangible assets of TriMas Corp., TriMas LLC and the Subsidiary Guarantors, subject to certain exceptions. Under the Credit Agreement, term loans and revolving loans initially bear interest at LIBOR plus 1.625% (subject to step-ups up to LIBOR plus 2.125% or step-downs down to LIBOR plus 1.375%, based on the leverage ratio). TriMas LLC will also pay a commitment fee of 27.5 basis points, payable quarterly, on the average daily unused amount of the revolving commitments (subject to step-ups up to 37.5 basis points or step-downs down to 22.5 basis points). Proceeds from borrowings under the Credit Agreement, together with cash on hand, were used to repay the outstanding balance under TriMas LLC’s prior credit facility, and to pay fees and expenses related to the new financing and the retirement of the prior facility.

TriMas Company, L.L.C. Enters into Amended and Restated Credit Agreement

TriMas Company LLC entered into an amended and restated credit agreement among Term Borrowers party thereto, the Foreign Subsidiary Borrowers party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative and Collateral Agent, comprised of a $200 million Tranche A Term Loan, $200 million Tranche B Term Loan and a $225 million Revolving Loan. The Tranche A Term Loan amortizes in quarterly installments of $2.500 million beginning in June 2013 through March 2015, and in quarterly installments of $3.750 million from June 2015 through September 2017, with a final payment of the remaining Tranche A Term Loan balance due on October 11, 2017. The Tranche B Term Loan is payable in quarterly installments in an amount equal to 0.25% of the aggregate principal amount of the outstanding Tranche B Term Loan, beginning on December 31, 2012 and ending on October 11, 2019. The Revolving Facility has a five year term ending on October 11, 2017. The Revolving Loan provides that up to $75 million of this loan may be used to obtain letters of credit and up to $25 million may be used to obtain swingline loans. The Amended & Restated Credit Agreement also permits, subject to the satisfaction of certain conditions, incremental term and/or revolving commitments from one or more of the existing lenders or other lenders in an amount not to exceed the greater of $300 million and an amount such that, after giving effect to the making of such commitments, the senior secured net leverage ratio is no greater than 2.50 to 1.00. The obligations of TriMas LLC under the Amended & Restated Credit Agreement are guaranteed by TriMas Corp. and certain of TriMas LLC's domestic subsidiaries and are secured by substantially all of the assets of TriMas Corp., TriMas LLC and the Subsidiary Guarantors, including but not limited to: pledges of and first priority perfected security interests in 100% of the equity interests of TriMas LLC and certain of TriMas LLC's and the Subsidiary Guarantors' domestic subsidiaries and 65% of the equity interests of certain of TriMas LLC's and the Subsidiary Guarantors' foreign subsidiaries and perfected first priority security interests in substantially all other tangible and intangible assets of TriMas Corp., TriMas LLC and the Subsidiary Guarantors, subject to certain exceptions. The Amended & Restated Credit Agreement contains affirmative and negative covenants that TriMas Corp. and TriMas LLC believe are usual and customary for a senior secured credit agreement. The negative covenants include, among other things, asset sales, mergers and acquisitions, indebtedness, liens, dividends, investments and transactions with affiliates. The Amended & Restated Credit Agreement also requires TriMas Corp. and TriMas LLC to maintain a maximum leverage ratio and minimum interest coverage ratio. Upon the occurrence of customary events of default set in the Amended & Restated Credit Agreement, including payment defaults, breaches of covenants, a change of control and insolvency/bankruptcy events, the Administrative Agent may and, upon the request of a majority of the lenders, shall, accelerate repayment of the loans and cancel all of the commitments outstanding under the Amended & Restated Credit Agreement. Under the Amended & Restated Credit Agreement, Tranche A Term Loans and Revolving Loans initially bear interest at LIBOR plus 2.00% (subject to a step-up to LIBOR plus 2.50% or step-down to LIBOR plus 1.50% based on leverage ratio). Tranche B Term Loans bear interest at LIBOR plus 2.75%, provided that LIBOR, solely with respect to the Tranche B Term Loans, will at no time be less than 1.00% per annum. TriMas LLC will also pay a commitment fee of 35 basis points, payable quarterly, on the average daily unused amount of the revolving commitments.

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