WesternOne Inc.'s Modular Building Division Completes Acquisition of Business
Interest in Australia
VANCOUVER, Jan. 18, 2013
VANCOUVER, Jan. 18, 2013 /PRNewswire/ - WesternOne Inc. ("WesternOne") (TSX:
WEQ, WEQ.DB.B, WEQ.DB.C) today announced that its modular building division,
Britco LP ("Britco"), has completed the purchase of the Australian Portable
Buildings group of companies ("APB") along with Black Diamond Group Ltd.
("Black Diamond") (TSX: BDI). The aggregate purchase price was A$72.5 million
(the "Acquisition"), with Britco paying A$31.4 million for 80% of APB's
manufacturing business and 10% of APB's leasing business. Black Diamond
purchased the remaining interests in the manufacturing and leasing businesses.
The purchase is subject to customary post-closing adjustments including net
asset adjustments. Britco funded the purchase from existing working capital
and a banking facility.
APB manufactures and leases modular buildings throughout Australia including
in Sydney (New South Wales), Brisbane (Queensland) and Perth (Western
Australia). It serves the mining, resource, commercial, industrial and
government industry sectors and designs and builds a wide variety of temporary
and permanent buildings including workforce accommodations, office complexes,
classrooms, health care facilities, switch rooms and a variety of construction
Britco's management expects the Acquisition to be accretive to WesternOne's
shareholders based on its projections of annual EBITDA of A$5.3 million for
its interest in APB's business for the 2013 fiscal year.
Britco intends to operate in Australia under the name "APB Britco" to reflect
a combination of two well-established modular building manufacturing
"We are delighted to complete this acquisition - it establishes WesternOne's
and Britco's presence in a strategic market beyond North America," stated
Darren Latoski, CEO of WesternOne. "Australia is one of the world's largest
markets for modular buildings due to the significant investments in energy and
infrastructure. Britco APB is well-positioned for future growth in Australia
by offering not only design-build capabilities but also turn-key construction
project management services in the modular building market."
Subsequent to the Acquisition, APB's manufacturing business will be held by an
Australia-based corporation that is an indirect subsidiary of Britco.
References in this press release to "EBITDA" are to earnings before interest,
income taxes, depreciation, amortization, gain/loss on financial derivatives
relating to changes in the fair market value of the fixed interest rate swap,
business acquisition and income trust conversion costs, convertible debenture
issuance costs, gain/loss on convertible debentures relating to changes in
their fair market values, gain/loss on trust unit issuances relating to the
conversion of convertible debentures, gain/loss on exchangeable units relating
to changes in their fair values, share based compensation, dividends to
shareholders, foreign exchange gains/losses, write-down of fleet assets,
intangible assets and goodwill, and franchise termination fees. EBITDA is a
measure used by many investors to compare issuers on the basis of ability to
generate cash flow from operations. EBITDA is not an earnings measure
recognized by International Financial Reporting Standards ("IFRS"), does not
have standardized meanings prescribed by IFRS and is therefore unlikely to be
comparable to similar measures presented by other issuers. WesternOne's
management believes that EBITDA is an important supplemental measure in
evaluating WesternOne's performance and in determining whether to invest in
its common shares.
Readers of this information are cautioned that EBITDA should not be construed
as an alternative to: (i) net income or loss determined in accordance with
IFRS as an indicator of WesternOne's performance; or (ii) cash flows from
operating, investing and financing activities as measures of WesternOne's
liquidity and cash flows. WesternOne's method of calculating EBITDA may differ
from the methods used by other issuers and, accordingly, WesternOne's EBITDA
may not be comparable to similar measures presented by other issuers.
Certain statements in this press release may constitute "forward-looking"
information that involves known and unknown risks, uncertainties and other
factors, and it may cause actual results, performance or achievements or
industry results, to be materially different from any future results,
performance or achievements or industry results expressed or implied by such
forward-looking information. Forward-looking information is identified by the
use of terms and phrases such as "anticipate", "believe", "could", "estimate",
"expect", "intend", "may", "plan", "predict", "project", "will", "would", and
similar terms and phrases, including references to assumptions. Such
information includes, without limitation, statements with respect to capital
investments in the energy and infrastructure sectors in Australia, projected
EBITDA for Britco's interest in APB's business, Britco's growth potential in
Australia, APB's ability to serve the modular buildings market in Australia,
the intention to use the business name "APB Britco" in Australia and
post-closing adjustments including net asset adjustments. Actual events or
results may differ materially.
Forward-looking information contained in this press release is based on
certain key expectations and assumptions made by WesternOne, including,
without limitation, expectations and assumptions respecting: the outlook of
the global economy and WesternOne's business in Western Canada, the United
States and Australia, the supply and demand for WesternOne's products and
services and management's assessment of future plans and operations. Although
the forward-looking information contained in this press release is based upon
what the WesternOne's management believes to be reasonable assumptions,
WesternOne cannot assure investors that actual results will be consistent with
such information. Forward-looking information reflects current expectations of
management regarding future events and operating performance as of the date of
this press release. Such information involves significant risks and
uncertainties, should not be read as guarantees of future performance or
results, and will not necessarily be accurate indications of whether or not
such results will be achieved. A number of factors could cause actual results
to differ materially from the results discussed in the forward-looking
information, and a description of these factors can be found under "Risk
Factors" in WesternOne Equity Income Fund's Annual Information Form dated
March 29, 2012 and Management's Discussion and Analysis dated November 14,
2012, which are available on SEDAR (www.sedar.com).
The forward-looking information contained herein is expressly qualified in its
entirety by this cautionary statement. Forward-looking information reflects
management's current beliefs and is based on information currently available
to WesternOne. The forward-looking information is made as of the date of this
press release and WesternOne assumes no obligation to update or revise such
information to reflect new events or circumstances, except as may be required
by applicable law.
WesternOne seeks to acquire and grow companies in the construction and
infrastructure services sectors in order to generate stable and growing
dividends for its shareholders and to achieve capital appreciation.
Additional information about WesternOne is available at www.weq.ca or
Britco is the one of the largest providers of temporary and permanent
residential and commercial modular buildings in North America and has one of
the largest lease fleets of office complexes, construction site offices and
storage containers in Western Canada. Through its investment in the Australian
Portable Buildings group of companies, Britco now has approximately 1,000
employees and is one of the largest modular construction companies in the
industry with ten manufacturing facilities located in Canada, the United
States and Australia. Britco is a leading design-builder of a wide range of
innovative modular buildings for companies in the construction, energy and
resource sectors in Western Canada, the United States and Australia. One of
the largest and fastest growing construction companies in Western Canada,
Britco is headquartered in Langley, British Columbia.
Additional information about Britco is available at www.britco.com.
THE TORONTO STOCK EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY
FOR THE ADEQUACY OR THE ACCURACY OF THIS RELEASE.
SOURCE WesternOne Equity Income Fund
Carlos Yam, Chief Financial Officer
Suite 910, 925 West Georgia Street
Vancouver, BC V6C 3L2
Phone: (604) 678-4042
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