Atlas Engineered Products to Acquire Highwood Trusses Located in Alberta and Appoints Capital Markets Veteran Kevin Smith to ...
05 Februar 2018 - 2:30PM
ATLAS ENGINEERED PRODUCTS LTD. (the
“Company”) (TSX-V:AEP), a leading supplier of trusses and
engineered wood products, is pleased to announce that it has
entered into a binding letter of intent (LOI) with the shareholders
of Highwood Trusses Ltd. (“
Highwood”) whereby the
Company has agreed to acquire all of the issued and outstanding
shares of Highwood Trusses Ltd. (the
“
Transaction”).
Guy Champagne, President of Atlas, commented,
“The acquisition of Highwood is another key step in our acquisition
program to significantly broaden our geographic reach. We are
extremely pleased to be acquiring Highwood as it is highly
accretive and provides us with a strategic base from which to
expand in Alberta.”
Highwood is located in High River Alberta and
has over $3.5 million in annual sales, strong profitability, and
very capable operational leadership.
Terms of Transaction with
Highwood
Under the binding LOI, the Company and Highwood
have agreed to negotiate a definitive agreement (the
“Definitive Agreement”) whereby the Company will
acquire all of the issued and outstanding shares of Highwood for
$1,250,000 cash and issue 1,500,000 in common shares of the Company
on closing of the Transaction. As additional consideration,
the shareholders of Highwood will enter into a management agreement
whereby on the first and second anniversary of closing of the
Transaction, the shareholders of Highwood will receive (i) an
additional $250,000 and 385,000 share purchase warrants at an
exercise price of $0.65 per share, provided that Highwood achieves
an EBITDA of $450,000 during the first year, and $500,000 during
the second year. Each annual payment will be prorated based
on actual EBITDA amount achieved in relation to the year’s target
EBITDA amount.
The principal will enter into a three-year
management contract. All agreements will include non-solicitation
and non-competition clauses.
The Company will be entitled to carry out due
diligence until February 28, 2018. Upon completion of due
diligence, the parties will enter into the Definitive Agreement
setting forth the terms and conditions of the Transaction by March
15, 2018. Completion of any transaction with Highwood is
subject to a number of conditions, including but not limited to,
completion of due diligence, negotiation of definitive agreements
in respect of such a transaction and receipt of any required
regulatory approvals. A transaction cannot be completed until these
conditions are satisfied, and there can be no assurance that a
transaction will be completed at all.
Director Appointment and Stock
Options
The Company is also pleased to announce that
capital markets veteran, Kevin Smith, was appointed as a member of
its board of directors. Mr. Kevin Smith is Executive
Vice-President and CFO for the Intracorp Group of Companies, a real
estate development company with headquarters in Vancouver and with
operations across North America. Prior to joining Intracorp,
Kevin served as the Executive Vice-President & Chief Financial
Officer at Whistler Blackcomb Holdings Inc. During his time there
he successfully led Whistler Blackcomb through an initial public
offering (IPO) on the Toronto Stock Exchange in 2010 to create
Whistler Blackcomb as a separate, publicly traded company from
Intrawest. As a strategic leader at Whistler Blackcomb Holdings, he
was responsible for all financial, legal, information technology,
public company reporting, debt financing, commercial operations,
investor relations, budgeting, cash management, tax planning &
strategic business planning. Mr. Smith is currently a
director of Lite Access Technologies Inc (TSXV:LTE). Prior to
Whistler Blackcomb, Kevin spent twelve years at Intrawest, holding
several senior finance roles. Kevin is a CPA, CA and holds a
Bachelor of Science degree from The University of British
Columbia.
The Company also announces that it has granted a
total of 450,000 stock options to its directors, officers,
employees and consultants. The options are exercisable at a price
of $0.60 per share for a period of five years from the date of the
grant and are subject to certain vesting requirements.
About Atlas Engineered Products
Ltd.
Atlas Engineered Products is one of British
Columbia’s leading suppliers of trusses and engineered wood
products. The company was formed over 18 years ago and operates
manufacturing and distribution facilities in Nanaimo to meet the
needs of residential and commercial builders. Atlas has expert
design and engineering teams, a multiple-shift state-of-the-art
truss manufacturing operation, and large inventories of engineered
beam and flooring components. Atlas aims to grow its base of
business across Canada by pursuing an aggressive acquisition and
consolidation strategy. Atlas will continue to bring its
construction industry partners unparalleled excellence in service,
product, and support.
For further information please contact:Atlas
Engineered Products Ltd. Phone: 1-250-754-14002005 Boxwood Rd.
Nanaimo, BC V9S 5X9www.atlasengineeredproducts.com
For investor relations please contact:Rob
GamleyPhone: 1-604-689-7422 Email: rob@contactfinancial.comContact
Financial Corp.810 – 609 Granville St. Vancouver, BC V7Y 1G5
Forward Looking Information
Information set forth in this news release
contains forward-looking statements. These statements reflect
management’s current estimates, beliefs, intentions and
expectations; they are not guarantees of future performance. The
Company cautions that all forward looking statements are inherently
uncertain and that actual performance may be affected by a number
of material factors, many of which are beyond the Company’s
control. Such factors include, among other things: risks and
uncertainties relating to the Company including those to be
described in the Filing Statement filed by the Company on
www.sedar.com. Accordingly, actual and future events,
conditions and results may differ materially from the estimates,
beliefs, intentions and expectations expressed or implied in the
forward looking information. Except as required under applicable
securities legislation, the Company undertakes no obligation to
publicly update or revise forward-looking information.
NEITHER THE TSX VENTURE EXCHANGE NOR ITS
REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE
POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR
THE ADEQUACY OR ACCURACY OF THIS RELEASE.
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