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Castle Harlan Agrees to Acquire Baker & Taylor
Castle Harlan, Inc.( 05/11/2006 )

Robert Marston Corporate Communications, Inc.
485 Madison Avenue
New York NY 10022-5896
(212) 371-2200
Contact: Charles Storer

NEW YORK, May 11, 2006 - Castle Harlan, Inc., the New York-based private equity investment firm, announced today that a private-equity investment fund it organized and manages has agreed to buy privately held Baker & Taylor, a leading domestic and international distributor of books and entertainment products to libraries and retailers, in a transaction valued at $455 million.

Baker & Taylor, founded in 1828, is the world's leading distributor of books, video, and music products to public and academic libraries. It is also a global leader in the distribution of books and entertainment products to many of the country's leading retailers, including Internet retailers, as well as thousands of independent book, music and video stores.

"The company is a leader in its industry and shows very strong and consistent year-to-year growth," said Gary Appel, Castle Harlan vice chairman who led the firm's transaction team. "This is especially true in its premier library-based business and in the direct to home distribution of products for Internet retailers. Both are service areas that management expects will continue to show solid annual gains in the years ahead."

"Baker & Taylor has a large, loyal, premier customer base," Appel added. "The experienced management team led by Richard Willis, president and chief executive officer, that has directed its growth will continue to manage the business as our partners, and senior management will continue to retain an ownership stake in the company."

"Castle Harlan has a strong track record of working with management teams to create value in their companies," Willis said. "I'm looking forward to working with the firm to continue to build on the success we have had serving our institutional and retail customers."

Consummation of the transaction is contingent upon the satisfaction of customary legal and business conditions, Appel said.

Baker & Taylor is based in Charlotte, North Carolina and is ranked in the top 200 US private companies by Forbes magazine. It serves customers in 98 countries around the world and has six distribution facilities strategically located throughout the country.

The company is being sold by an investment partnership organized by Willis Stein & Partners, a private equity firm in Chicago. It had acquired Baker & Taylor in 2003.

Castle Harlan invests in controlling interests in the buyout and development of middle-market companies in North America and Europe. Its team of 11 managing directors, including its founders, has completed 43 acquisitions since its inception with a total value in excess of $8 billion. It is currently investing its fourth fund, Castle Harlan Partners IV, which closed in August 2003 with capital commitments of $1.2 billion. The firm traces its roots to the start of the institutionalized private-equity business in the late 1960s.

Castle Harlan's current portfolio companies, which employ more than 42,000 people, include Ames True Temper, a leading manufacturer of lawn and garden tools and accessories; Horizon Lines, one of the largest U.S. container shipping companies, and Perkins Restaurant & Bakery, which is the operator and franchisor of 480 family restaurants.

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