Income Tax

Kraco Enterprises to Acquire Auto Expressions from Shell Oil Company

Business Wire, June 09, 2010

COMPTON, Calif. — Kraco Enterprises, a leading distributor of automotive aftermarket floor
mats, today announced that it has signed a purchase and sale agreement
to acquire Auto Expressions. Auto Expressions is the automotive
aftermarket accessories business of Pennzoil-Quaker State Company dba
SOPUS Products, a subsidiary of Shell Oil Company. Terms of the
transaction were not disclosed.

The Auto Expressions product line includes air fresheners, seat covers,
sunshades, steering wheel covers, floor mats and auto organizers, with
leading positions in the interior accessories and air care categories.
Additionally, the Auto Expressions business has a powerful licensing
platform, and demonstrated success in distributing products featuring
pop culture icon Ed Hardy beginning in 2008.

By uniting the #1 leader in the floor mats category and the #1 leader
in automotive air care and accessories products category, the combined
entities will create an integrated, single source distributor and
position us to better serve our customers, said Bob Brocoff, Chief
Executive Officer of Kraco Enterprises, who will lead the combined
company. Our customers will experience the benefits of a broader
product offering, and we will work with retailers to help them maximize
their ROI in their retail space. Kraco Enterprises, which is owned by
an affiliate of Sun Capital Partners, Inc., said it has no plans to
change the Auto Expressions brand.

Auto Expressions is headquartered in Moorpark, California, and has
offices in Manchester, United Kingdom, and Hong Kong. Substantially all
of the current employees of Auto Expressions are expected to join Kraco
upon completion of the sale.

Sawaya Segalas & Co., LLC(1), a leading consumer
investment banking firm, acted as exclusive financial adviser to SOPUS
Products in connection with the transaction.

(1) Securities offered through Sawaya Segalas Securities, LLC

About Kraco Enterprises, LLC

Kraco Enterprises is the leading distributor of automotive aftermarket
floor mats including cargo floor mats for vehicle, home, and shop use.
Founded in 1954, Kraco operates a 400,000 square foot facility in
Compton, California, with over three million cubic feet of palletized
top quality floor mats ready to ship. Products are distributed to more
than 15,000 auto supply and general merchandise retail stories in the
U.S. and Canada.

About Auto Expressions

Auto Expressions is a branded line of quality automotive air care and
accessories products, available in the auto section of many major retail
chains around the world. The Auto Expressions name appears on a wide
variety of consumer car-care products that include air fresheners, seat
covers, sunshades, steering wheel covers, floor mats, organizers, and
more
automotive interior accessories