DealerTrack to Acquire triVIN Holdings, Inc.

Lake Success, N.Y. – DealerTrack Holdings, Inc. (Nasdaq: TRAK) announced today that it has signed an agreement to acquire triVIN Holdings, Inc. (“triVIN”), a leading provider of automobile title management services to lenders and vehicle registration services to automobile dealers.  DealerTrack will pay approximately $131 million, net of any cash acquired, and the transaction will be financed with existing cash. The acquisition is expected to significantly expand the breadth of DealerTrack’s transaction business, and to further strengthen DealerTrack’s relationships with lenders and automobile dealers.  The acquisition is expected to close in the first quarter of 2011, subject to customary closing conditions. 

FDI Collateral Management (“FDI”), one of triVIN’s two primary businesses, provides electronic and paper-based lien and title solutions that allow lenders to outsource the management of vehicle and titles held as collateral for loans.  This business is an excellent complement to DealerTrack’s existing electronic contracting and paper processing services, and will create a comprehensive suite of outsourced solutions for lenders.  FDI provides services to some of the nation's largest banks and captive automotive finance companies, many of which are existing customers of DealerTrack.  FDI connects more than 2,000 lenders with state Departments of Motor Vehicles (DMVs) to process, monitor and report electronic lien and title data.

General Systems Solutions (“GSS”), which is triVIN’s other primary business, provides vehicle registration solutions that allow automobile dealers, fleet companies and other third-parties to electronically register vehicles with DMVs in twelve states, and provides paper-based solutions that allow its customers to obtain vehicle registrations in all fifty states.  GSS has relationships with more than 4,000 dealers, rental and fleet companies. 

Through mytitlesupport.com and RegUSA, triVIN helps make on-line title and electronic vehicle registration transactions easier and more efficient for consumers, dealers and lenders.  triVIN and its businesses will be key building blocks for DealerTrack to continue to build its leadership position in providing a comprehensive set of purchase and financing solutions for the retail automobile market, both in store and online.

triVIN is currently a portfolio company of American Capital, Ltd. (Nasdaq: ACAS) and is  headquartered in Groton, Connecticut, with a major facility in Sacramento, California. While triVIN’s 2010 financial statements are not yet finalized, we expect its 2010 revenue to be between $54 and $56 million. 

Mark F. O’Neil, chairman and chief executive officer of DealerTrack, commented, “The combination of DealerTrack’s and triVIN’s businesses creates a comprehensive suite of transaction services available to automobile lenders and dealers. We believe the combined entity will benefit considerably from the ability to cross-sell value-added solutions and services.”  O’Neil continued, “We also believe that this acquisition will better position DealerTrack long-term to facilitate the online purchase and financing of vehicles.” 

Mark Furcolo, president and chief executive officer of triVIN, commented, “We are very excited to join forces with DealerTrack since our combined businesses are complementary.” Furcolo continued, “This transaction will benefit our customers by allowing us to offer a broader array of services through one organization.  We believe the combination will allow us to leverage our platforms and accelerate the development of new services for our customers.”

The triVIN executive team is expected to remain with the combined company.

The acquisition has been approved by the respective Boards of Directors of both DealerTrack and triVIN. The transaction has also been approved by triVIN’s stockholders.

DealerTrack was represented by O’Melveny and Meyers LLP in this transaction.

 01/10/11