Parkland Corporation (“Parkland”, “we”, “our”, or “the Company”)
(TSX:PKI) is pleased to announce, through its 75 percent ownership
in Sol Investments SEZC (“Sol”), two transactions in our
International business (the “International transactions”) which
provide additional scale in the Caribbean and strengthen our
position as a natural acquirer in the region.
“These transactions strengthen Parkland’s
network throughout the Caribbean and extend our portfolio of growth
opportunities in retail, commercial, LPG and aviation,” said Pierre
Magnan, President of Parkland International. “Our International
business currently spans 23 countries and provides a platform for
continued organic growth and consolidation in the region. We are
excited about the opportunity set in the International segment
which we expect to play a significant role in achieving Parkland’s
2025 growth ambition.”
Details of the International transactions are as
follows:
Creating the Dominican Republic’s
largest retail network
Through the contribution of our approximately 80
retail locations, commercial and aviation marketing operations in
the Dominican Republic ("DR") and a follow-on investment, Sol will
become a 50 percent indirect partner in Isla Dominicana de Petroleo
Corp. ("Isla"). Isla currently operates a high-quality retail
network with approximately 160 locations. The combined portfolio
will comprise 240 retail locations (the largest retail network in
the DR) alongside an integrated commercial and aviation business.
As part of the agreement, Isla will operate the joint onshore
marketing operations while Parkland will become the principal fuel
supplier to the combined network.
Strategic rationale includes:
- A market leading
retail network in all major DR population centers with operational
synergies
- Strong free cash
flow conversion with regulated on-shore margins in a high-growth
market
- Unlocks supply
synergies through improved scale and optimized shipping
logistics
- A new
partnership with a shared appetite for continued growth and
renewable opportunities
Becoming the leading fuel marketer in
St. Maarten
We have signed an agreement for the purchase of
an integrated fuel marketing business with operations in St.
Maarten. The acquisition includes retail, commercial, marine, LPG
distribution and an aviation business. The acquisition strengthens
our activities at the Princess Juliana International Airport (a hub
for surrounding islands and major North American and European
markets) and adds a complementary retail network.
As a result of the acquisition, we will become
the leading fuel marketer in the Dutch side of St. Maarten and are
well positioned to drive operational synergies.
Together with the Puerto Rico aviation
acquisition disclosed with our first quarter 2021 results, the
International transactions are expected to increase our
International segment’s annual run-rate Adjusted EBITDA including
non-controlling interest by approximately C$20 million (C$15
million attributable to Parkland), prior to additional growth and
synergy upside.
The International transactions will be funded
out of existing credit facility capacity. Subject to customary
closing conditions, the transactions are expected to close in the
third quarter of 2021.
Forward-Looking Statements
Certain statements contained in this news
release constitute forward-looking information and statements
(collectively, "forward-looking statements"). When used in this
news release the words "expect", "will", "could", "would",
"believe", "continue", "pursue" and similar expressions are
intended to identify forward-looking statements. In particular,
this news release contains forward-looking statements with respect
to, among other things: the successful completion of the
transactions and timings thereof; expected benefits of the
transactions, collectively and independently, as applicable,
including without limitation, expected increase to the
International segment's run rate Adjusted EBITDA resulting from the
International transactions, strengthening Parkland’s position as a
natural acquirer in the region and its network in the Caribbean,
extending Parkland’s growth opportunities, the projected growth and
synergy upside, organic growth and consolidation opportunities,
post-closing synergy opportunities, renewable opportunities, the
creation of the largest retail network in DR and the size thereof
and becoming the leading fuel marketer in St. Maarten; the
International segment’s expected contribution to Parkland’s 2025
growth ambition; and the anticipated funding of the
transactions.
These statements involve known and unknown
risks, uncertainties and other factors that may cause actual
results or events to differ materially from those anticipated in
such forward-looking statements. No assurance can be given that
these expectations will prove to be correct and such
forward-looking statements included in this news release should not
be unduly relied upon. These forward-looking statements speak only
as of the date of this news release. Parkland does not undertake
any obligations to publicly update or revise any forward-looking
statements except as may be required by securities law. Actual
results could differ materially from those anticipated in these
forward-looking statements as a result of numerous risks and
uncertainties including, but not limited to, failure to complete
these transactions; failure to satisfy the conditions to closing of
the transactions; failure to realize all or any of the anticipated
benefits of the transactions; general economic, market and business
conditions; competitive action by other companies; refining and
marketing margins; the ability of suppliers to meet commitments;
actions by governmental authorities and other regulators including
but not limited to increases in taxes or restricted access to
markets; changes and developments in environmental and other
regulations; and other factors, many of which are beyond the
control of Parkland. See also the risks and uncertainties described
in "Forward-Looking Information" and "Risk Factors" included in
Parkland's Annual Information Form dated March 5, 2021 and in
"Forward-Looking Information" and "Risk Factors" in Parkland’s
annual MD&A for the year ended December 31, 2020 dated March 4,
2021 and in the interim MD&A for the three month period ended
March 31, 2021 dated May 3, 2021, each as filed on SEDAR and
available on the Parkland website at www.parkland.ca.
Expected increase in our International segment’s
annual run-rate Adjusted EBITDA is based on anticipated full-year
impact of the combined Puerto Rico aviation acquisition (disclosed
May 3, 2021) and the International transactions; future performance
of such businesses may differ from expectations due to the numerous
risks and uncertainties as noted above. Due to closing date impacts
of the transactions and other factors, this does not represent the
expected 2021 Adjusted EBITDA impact for the International
segment.
Non-GAAP Financial Measures
Adjusted EBITDA is a measure of segment profit.
See Section 9 and Section 14 of the Q1 2021 MD&A and Note 13 of
the Q1 2021 FS for a reconciliation of these measures of segment
profit. Investors are encouraged to evaluate each measure and the
reasons Parkland considers it appropriate for supplemental
analysis.
Investors are cautioned that these measures
should not be construed as an alternative to net earnings
determined in accordance with IFRS as an indication of Parkland's
performance.
About
Parkland Parkland is an
independent supplier and marketer of fuel and petroleum products
and a leading convenience store operator. Parkland services
customers across Canada, the United States, the Caribbean region
and the Americas through three channels: Retail, Commercial and
Wholesale. Parkland optimizes its fuel supply across these three
channels by operating and leveraging a growing portfolio of supply
relationships and storage infrastructure. Parkland provides trusted
and locally relevant fuel brands and convenience store offerings in
the communities it serves.
Parkland creates value for shareholders by
focusing on its proven strategy of growing organically, realizing a
supply advantage and acquiring prudently and integrating
successfully. At the core of our strategy are our people, as well
as our values of safety, integrity, community, and respect, which
are embraced across our organization.
For Further Information
Investor InquiriesBrad MonacoDirector, Capital
Markets587-997-1447Brad.Monaco@parkland.ca
Media InquiriesSimon ScottDirector, Corporate
Communications403-956-9272Simon.Scott@parkland.ca
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