Barnes Group to Acquire Aerospace Manufacturing Assets, Expanding O.E.M. Product Line and Customer Penetration

Business Wire, August 4, 2000

Business/Technology Editors

BRISTOL, Conn.--(BUSINESS WIRE)--August 4, 2000

Barnes Group Inc. (NYSE: B) announced today that it has signed a definitive agreement to acquire substantially all of the manufacturing assets of Kratz-Wilde Machine Company and Apex Manufacturing Inc. from Aviation Sales Company (NYSE: AVS). With combined 1999 sales of approximately $44 million, Kratz-Wilde and Apex are leaders in the fabrication and machining of intricate aerospace components utilized in critical aircraft systems such as jet engines and auxiliary power units. The acquired assets will augment the existing business of Barnes Group's Barnes Aerospace unit in the fabrication and machining of O.E.M. aerospace components. The acquisition is expected to close by the end of the third quarter of this year. The purchase price is $41 million, subject to adjustment.

"With the acquisition of the assets of Kratz-Wilde and Apex, we are extending the product depth and customer penetration of Barnes Aerospace. The widely recognized expertise of these companies in the fabrication and machining of aerospace parts is a natural fit with our existing aerospace business," said Edmund M. Carpenter, president and chief executive officer of Barnes Group Inc. "In addition, this acquisition will give us an expanded presence in the fast-growing regional jet market," Carpenter added.

Kratz-Wilde's and Apex's products include small lever arms, honeycomb shrouds, metal seals, fuel nozzle shrouds, and other critical components made of complex materials such as titanium and inconel. The company's customers include the world's largest aircraft engine and airframe manufacturers.

"This acquisition gives us a broadened product line, strengthening Barnes Aerospace's leader-ship position in the fabrication and machining of high-precision aerospace components. And, we are now poised to offer a more complete O.E.M. part solution to all of our customers," added Gregory F. Milzcik, Barnes Aerospace president.

"When this aerospace acquisition has closed, we will have executed three acquisitions in the past year, including the purchase of Curtis Industries in May, 2000, and the purchase of the nitrogen gas spring business of Allegheny-Teledyne in August, 1999. Collectively, these acquisitions will deliver profitable growth in each of our primary businesses: Barnes Aerospace, Barnes Distribution, and Associated Spring," Ed Carpenter said. "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 concluded.

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 1857, Barnes Group consists of three businesses with 1999 sales of $622 million. Barnes Group employs approximately 4,700 people at more than 50 locations worldwide.

This release may contain certain forward-looking statements as defined in the Public Securities Litigation and Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those contained in the statements. Investors are encouraged to consider these risks and uncertainties as described within the company's periodic filings with the Securities and Exchange Commission, including the following: changes in market demand for the types of products and services produced and sold by Barnes Group Inc., changes in worldwide economic and political conditions, interest and foreign exchange rate fluctuations, regulatory changes, an inability to close the above-mentioned transaction, and an inability to achieve the benefits of the combined operations outlined above.

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