The 21st Annual California Family Business Award Nominated Family Information Form 2010 FAMILY BUSINESS INFORMATION: Company Name: BETTS SPRING COMPANY Mailing Address: 2843 S Maple Ave, Fresno, CA 93725 Location Address: 2843 S Maple Ave, Fresno, CA 93725 City: Fresno State: CA Zip: 93725 Phone: 559-498-3304 Company Owner: W. Michael Betts IV Website: www.BettsSpring.com Contact Person: Bill Betts Brief description of your organization and its principal product or service: Betts Spring Company (BSC) serves a multitude of industries through four (4) divisions Spring Manufacturing, Truck Parts and Service, Vehicle Component Manufacturing & Life-Time Fenders. Spring Manufacturing – Our Spring Manufacturing Division is unique in its ability to serve customers across a broad range of applications as a single source supplier. BSC manufactures compression, extension, torsion and leaf springs for a variety of industries but most notably coil & leaf spring suspension products for the automotive aftermarket. Our products are utilized to lift or lower vehicle profiles as well as to increase performance/handling for vehicles ranging from race cars to pick-up trucks. We offer dedicated services including proprietary design, prototyping and first article production sample testing. We are structured to provide cost effective small runs as well as value priced larger production run quantities. Quality, cycle time and customer service are key competencies grounded in our ISO certified quality system. Betts is also unique in its respect and partnership with its customers. Unlike most of our competitors, Betts does not sell direct to the end consumer. Truck Parts & Service – With nine (9) strategically located warehouse distribution and service centers, Betts Truck Parts is uniquely positioned to service national and regional fleets on the West Coast. While we began with a solitary focus on leaf spring suspension applications nearly thirty (30) years ago, our product offering has been strategically expanded to meet the growing demands of our customers who appreciated Betts’ attention to detail and service. With over 20,000 SKU's in our product offering, we have become the first stop for a broad range of lower body and accessory applications. Our commitment to using technology as a tool to assure that we stock the right products in the right location has separated us from the competition and earned high customer loyalty. Our full service centers also distinguish Betts as a true partner with our customers in keeping their fleets on the road and serving the American consumer. Betts Truck Parts was recently awarded the prestigious 2008 Heavy Duty Truck Parts Distributor of the Year Award by Truck Parts and Service Magazine. This recognition is awarded based on industry wide voting of peer distributors and manufacturers. 1 Vehicle Component Manufacturing (VCM) – Our VCM Division is the recognized industry leader in spray suppression system components in the heavy duty transportation sector. We patented the first mud flap holder over fifty years ago and continue our commitment to innovation to this day as evidenced by our introduction of the Direct Flex System, the worlds first integrated spray suppression solution. We have earned an enviable leading "first hang" position with major OE manufactures of Class Eight vehicles and as such are the first choice for aftermarket replacement and upgrade. Our position has been earned by unwavering attention to quality and on time delivery, which consistently exceeds 99%. Industry leaders such as Daimler Truck North America (Freightliner) and PACCAR (Peterbilt and Kenworth brands) have awarded VCM with select “Master of Quality” and “Less Than 50 PPM Defect Awards” as testimony to Betts’ quality program Life-Time Fenders (LTF) – After nearly 140 years of organic growth, Betts made its first acquisitive expansion in October 2007 through its purchase of Life-Time Fender LLC. Itself a family owned business with nearly four decades of progressive expansion, LTF represented an excellent opportunity for synergistic combination with Betts’ branded spray suppression products for comprehensive support to the heavy duty trucking industry. 1. Family History Longevity Betts Spring Company is a sixth (6th) generation, family owned business that began its tradition of service and excellence in 1868. William Michael Betts, a talented English steel craftsman sailed to the United States in 1860 in search of new opportunities. The country was divided by civil war - but he was not deterred from his quest to pioneer spring manufacturing west of the Mississippi. After the war subsided he set sail again, around South America to make port in the bustling city of San Francisco. There he would open his own shop making springs for carriages, streetcars and wagons of every kind. It didn't take long before Betts Spring Company became a well-known and respected business. William Michael Betts built a reputation for quality springs through his policy of "Building Well and Serving Better", the company’s foundation to this day. Today Betts Spring Company is still owned and operated by the Betts family who continue William Michael Betts’ traditions of excellence. Betts Spring Company is well known around the world for its innovative products, quality manufacturing and on time delivery. Today, Betts is the oldest spring company in the U.S.A with original family ownership and second oldest in the nation. Obstacles You Overcame Over our 141 year history, we have encountered a variety of obstacles, most notably, the 1906 San Francisco earthquake which completely destroyed our plant and equipment. Our founders heroically rebuilt and carried on with business as usual. During the Great Depression, Percy Betts was killed in a hunting accident, his wife Emeline stepped in and ran BCS. Her strength and stewardship guided the Company through its greatest challenge and provide us a good example of calm perseverance for today’s challenging market place. 2 Secret of Success Each generation of the Betts family has strived to achieve a straightforward but challenging goal – to leave the Company in a “better place” for the next generation of family ownership than it was left to them by the last generation. Throughout the history of the Company, achieving this goal has required different skill sets and caused different actions. In some generations, product innovation has been critical. In others, investment in plant and equipment has been the sustaining focus. In still others, financial stewardship has been a primary requirement. By focusing on the overarching value of “better place”, the family has always found its way to do “the right things” for the present and future of the business. As the business has grown from a small manufacturing concern to a diverse, multi-location business, there has been greater need to recruit non-family members into key management positions. Beyond their skill set, assuring that these key team members possess the culture that has founded Betts’ success is critical. We look for people that are as passionate about business as we are – “emotional ownership” is a critical attribute of any Betts associate. We develop people’s emotional ownership by setting our own example. We run our business like a business. Our personal work ethic is high. 2. Innovative Strategy Competitive Advantage The Company has leveraged its legacy core competency – manipulation of spring steel – into multiple patented products and other proprietary know-how. A prime example of the Company’s innovation was the development of the first mud flap hanger, which resulted in our first patent in 1953. The inventor is William Michael Betts III, who at 83 years young still contributes his passion and innovative personality to the Company. Mr. Betts saw an opportunity to replace prior art in mud flap attachment – 2x4 lumber! – with a vibration resistant spring steel bracket that dramatically reduced flap loss. Major Strategic Adjustments Given that the Company’s initial product offering was suspension springs for horse drawn carriages, many strategic adjustments have been required. They are summarized as follows: o Legacy Product Line Extension. The Company has been at the forefront of developing suspension products to serve the transportation sector as it has evolved from the equine to the space ship. Betts has been both a witness and participant in every major cycle of evolution in transportation. o Leveraging Know How into New Products. The Company has successfully innovated by leveraging its legacy core competency – manipulation of spring steel – into non-suspension products such as springs used in flow control and barrier resistance and spray suppression products including mud flap brackets. o Investment in Diversification. The Company’s well known quality in design and manufacture of truck and trailer leaf springs caused customers to solicit Betts to install these springs on their vehicles. We listened – and the result is 3 Betts Truck Parts and Service. From its humble beginning – a converted lunch room at the front of our manufacturing plant – Betts Truck Parts and Service is now a multi-state diversified distribution and service concern. This diversification strategy has been an important component of the Company’s growth and resilience. o Acquisitive Initiatives for Market Share Gain. The Company’s decision to acquire Life-Time Fenders was an acknowledgement of a different path to market share gain. After more than a century of organic growth, the pursuit of Life-Time Fender not only provided growth opportunity but by its synergy with the Company’s VCM product offering secured its future. Growth and Development Since the early 1980’s, the Company principally invested in its diversification efforts (Betts Truck Parts and Service and VCM divisions) through facility acquisition and expansion and other capital investment. The most sizeable of these individual investments was the construction of a manufacturing facility in Fresno CA for the VCM division in 1992. A Truck Parts and Service branch was co-located in this facility. The Company had a long-term vision for a Fresno campus environment that would house all of its manufacturing operations and headquarters and thus acquired adequate land to make this vision a reality. Fresno was chosen for many reasons – its reasonably close proximity to current business and residences of the Betts family, workforce availability and lower cost of doing business and living in general. An emerging benefit that became more important as time passed was the ability for Betts associates to live in the community where they worked. This important attribute became more difficult in the high cost Bay Area and further pushed the Betts family to look at Fresno as its future home. Commencing in November 2007, after several years of planning, our vision began to take shape with the groundbreaking for our new facility at 2843 S Maple Ave in Fresno. We relocated our Spring Manufacturing division and headquarters from San Leandro to Fresno. Our multi-million dollar investment included not only bricks & mortar but extensive environmentally friendly capital equipment investment, hiring/training as well as relocation of skilled associates to create what many considers being the “greenest” spring making plant in the world. Our new 140,000 sq ft facility houses our corporate headquarters, spring production plant and truck parts distribution center. Our investment in Fresno resulted from the hard work of many Betts associates and our “partners” – including local architect and construction resources, our preferred equipment suppliers, City of Fresno governmental leaders and our financing resources. Each was instrumental to our success. 3. Incorporating Family Into The Business Family Values and Beliefs Our company value statement sums this up 4 o o o o o o Maintain a relationship between management, associates and customers based on openness, honesty, trust, and high ethical standards. Treat fellow associates with respect and dignity, offering a fair and reasonable wage, while providing a safe, clean and healthful environment which fosters a sense of pride, teamwork, and knowledge sharing among and between departments and plants. Create an environment of trust and empowerment where associates are encouraged to take risks and to communicate all issues, concerns and criticisms without fear of reprisal or ridicule. Invest in the development of employees and management. Employee and management development is key to the success of Betts Spring Company and not only provides an environment that motivates and retains key employees, but promotes an employer of choice that balances work and home life. Demonstrate unwavering attention to quality, and timely delivery of our products and services while pursuing product innovation and technological advances for our customers at a fair price. Aggressively pursue cost reductions and eliminate waste to provide profitability for future growth of our employees and the company. Family Involvement o William Michael (“Mike”) Betts IV – Shareholder, President o William Michael (“Bill”) Bill Betts V – Shareholder, Procurement and Logistics Manager o William Michael (“Bill Sr”) Bill Betts III – strategic advisor o Don Devany (Mike’s Brother In Law) – Senior Vice President - Betts Truck Parts and Service o Joe Devany (Don’s Son, Mike’s Nephew) – Production Manager – Spring Division o John Devany (Don’s Son, Mike’s Nephew) – Sales Manager – Betts Truck Parts and Service Family Governance o Mike Betts – Majority Shareholder o Bill Betts – Minority Shareholder 4. Succession issues Succession Plan Bill Betts is being mentored by Mike Betts and the Senior Management while focusing on his managerial role as Procurement & Logistics Manager for Betts. Bill is a member of the Board of Directors and participates in the strategic planning and business planning efforts of the Company. The family has a well developed estate plan that secures orderly ownership transfer. Future Objectives 1. Sustain the Family Business for Generations to Come 2. Encourage and Support the Professional and Personal Development of our Associates 3. Continue our Pursuit of Environmental Responsibility in all that we do 5 Degree of Preparedness for Emergencies At Betts we live and breathe risk management, it is an integral focus throughout our organization and drives the decisions we make each day. Conducting periodic risk assessments helps identify where we are most exposed to adverse consequences. We do our best to manage such risks in all areas of our business, but most notably: o Safety Compliance o Succession Planning o IT System Infrastructure o Financial Audits o Internal Audits o Environmental Compliance 5. Contributions Community o Annual donations to different charities o Mike Betts served on the Board of the Greater East Bay Goodwill for three years o Marcus Shiveley – VP of Finance and Market Development serves on Board Member of the Diocese of Fresno Catholic Charities o Terry Holcomb – VP of Manufacturing sits on the board of the Workforce Development Board and is active in the Leukemia/Lymphoma Society Team in Training. Professional Associations APCIS - www.apics.org Institute for Family Business - www.cvifb.org Society of Human Resource Management - www.shrm.org Industry International Organization for Standardization (ISO) - http://www.iso.org National Association of Manufactures (NAM) - www.nam.org Heavy Duty America (H.D.A) - www.hdamerica.com/ Spring Manufacturers Institute (SMI) – www.smihq.org Spring Research Institute (SRI) - www.springresearch.org 6