Daseke, Inc. and Hennessy Capital Acquisition Corp. II Announce Closing of Merger Transaction
27 Februar 2017 - 5:44PM
Daseke, Inc. (“Daseke”) and Hennessy Capital Acquisition Corp. II
(NASDAQ:HCAC), (NASDAQ:HCACU), (NASDAQ:HCACW) (“HCAC” or the
“Company”) today announced the closing of their previously
announced business combination. The merger was approved at HCAC’s
special meeting of stockholders held earlier today. As part of the
transaction, HCAC changed its name to Daseke, Inc. As a
result, the Company expects that, effective Feb. 28, 2017, the
Company’s common stock and warrants will begin trading under the
ticker symbols “DSKE” and “DSKEW,” respectively, on the Nasdaq
Capital Market.
Daseke is a leading consolidator of the highly fragmented $133
billion open deck freight market in North America. Since its first
year of operations in 2009, Daseke has grown revenue both
organically and through acquisitions from $30 million to more than
$650 million estimated in 2016, representing a compound annual
growth rate of approximately 55 percent. Daseke believes it is the
largest owner of open deck equipment and the second largest
provider of open deck transportation and logistics solutions by
revenue in North America.
Don Daseke, Chairman and CEO of Daseke, Inc., stated, “Our
vision from the start was to become a public company so we could
have access to the capital markets in order to continue our focused
consolidation strategy. We believe we have an acquisition pipeline
that could enable us to double Daseke’s adjusted earnings before
interest, tax, depreciation and amortization over the next three
years, and we believe this business combination positions us to
meet our 2017 consolidation objectives. Daseke has less than
a 1 percent share of this highly fragmented open deck freight
market, and we believe we have a tremendous opportunity for future
growth and continued market penetration.
“From the beginning, our plan was to have a stock program for
all of our employees, including an industry-first public stock plan
for our company drivers,” Daseke said. “They have a very tough job,
and we respect them greatly. Giving our people the opportunity to
be owners in Daseke is a great day for me on a very personal level.
We are just now making it to first base in our strategy to build
the premier specialized, open deck transportation company in North
America. We could not have chosen a better partner than the
team at HCAC and are excited to become a Nasdaq-listed public
company.”
“We are extremely proud to join forces with Daseke, the first
trucking company to go public since 2010,” said Dan Hennessy,
Chairman and CEO of Hennessy Capital Acquisition Corp II. “We have
made a powerful combination: HCAC’s industrial focus and capital
market expertise is now coupled with Daseke’s experienced
management team and their consistent track record of successfully
consolidating the open deck specialized transportation market. We
look forward to assisting in Daseke’s continued growth as directors
of the combined company.”
With the closing of the business combination, HCAC Chairman and
CEO Daniel J. Hennessy and President, COO and director Kevin
Charlton have joined the board of directors of the combined
company. The board now consists of eight members, including Daseke
Chairman and CEO Don Daseke and Executive Vice President and CFO
Scott Wheeler, as well as four additional independent directors.
Hennessy Capital Acquisition Corp. II was advised on the
transaction by Stifel, UBS Investment Bank, Cantor Fitzgerald &
Co., BMO Capital Markets and XMS Capital Partners, LLC, with Sidley
Austin LLP and Ellenoff Grossman & Schole LLP as legal
counsel. Daseke was advised by Cowen and Company with Vinson
& Elkins LLP as legal counsel.
About Daseke, Inc.Daseke is a leading consolidator of the highly
fragmented $133 billion open deck freight market in North America.
Daseke believes it is the largest owner of open deck equipment and
the second largest provider of open deck transportation and
logistics solutions by revenue in North America, with a fleet of
approximately 3,000 tractors and 6,000 trailers. Daseke serves
industrial customers in the U.S., Canada and Mexico through more
than 40 terminals across the U.S.
About Hennessy Capital Acquisition Corp. IIHennessy Capital
Acquisition Corp. II is a special purpose acquisition company
(SPAC) founded by Daniel J. Hennessy for the purpose of effecting a
merger, capital stock exchange, asset acquisition, stock purchase,
reorganization or similar business combination with one or more
businesses. The company's acquisition and value creation strategy
is to identify, acquire and, after its initial business
combination, build an industrial manufacturing, distribution or
services business. The HCAC management team brought Blue Bird
Corporation public in 2015.
Forward‐Looking StatementsThis news release includes
“forward-looking statements” within the meaning of the “safe
harbor” provisions of the United States Private Securities
Litigation Reform Act of 1995. Forward-looking statements may be
identified by the use of words such as “estimate,” “plan,”
“project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,”
“seek,” “target” or other similar expressions that predict or
indicate future events or trends, or that are not statements of
historical matters. Such forward-looking statements with respect to
the benefits of the business combination, the future financial
performance of HCAC following the business combination, changes in
the market for Daseke’s services, and expansion plans and
opportunities, including future acquisition or additional business
combinations are based on current information and expectations,
forecasts and assumptions, and involve a number of judgments, risks
and uncertainties. Accordingly, forward-looking statements should
not be relied upon as representing HCAC’s views as of any
subsequent date, and HCAC does not undertake any obligation to
update forward-looking statements to reflect events or
circumstances after the date they were made, whether as a result of
new information, future events or otherwise, except as may be
required under applicable securities laws. Undue reliance should
not be placed on these forward-looking statements. As a result of a
number of known and unknown risks and uncertainties, actual results
or performance may be materially different from those expressed or
implied by these forward-looking statements. Some factors that
could cause actual results to differ include, but are not limited
to: (1) the outcome of any legal proceedings that may be instituted
against Daseke or HCAC following announcement of the business
combination and related transactions; (2) the ability to maintain
the listing of HCAC’s common stock on the Nasdaq Capital Market
following the business combination; (3) the ability to recognize
the anticipated benefits of the business combination, which may be
affected by, among other things, competition and the ability of the
combined business to grow and manage growth profitably; (4) changes
in applicable laws or regulations; (5) the possibility that Daseke
or HCAC may be adversely affected by other economic, business,
and/or competitive factors; and (6) other risks and uncertainties
indicated from time to time in the definitive proxy statement filed
by HCAC in connection with the business combination, including
those under “Risk Factors” therein, and other factors identified in
HCAC’s prior and future filings with the SEC, available at
www.sec.gov.
Contact:
Geralyn DeBusk
Halliburton Investor Relations & Communications
972-458-8000
817-797-9016 Mobile
Daseke@HalliburtonIR.com
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