EnviroStar, Inc. to Acquire Tri-State Technical Services, Inc.
September 11 2017 - 7:04AM
Business Wire
EnviroStar, Inc. (NYSE American: EVI) announced today that it
has executed a definitive asset purchase agreement to acquire
substantially all of the assets of Tri-State Technical Services,
Inc., a leading distributor of commercial, industrial, and vended
laundry products and a provider of installation and maintenance
services to the new and replacement segments of the commercial,
industrial, and vended laundry industry. The transaction is
expected to close within the next 45 days, subject to customary due
diligence and closing conditions. EVI expects the addition of
Tri-State to be accretive to its current fiscal year ended June 30,
2018. The purchase price to be paid is $16,500,000, of which 50%
will be paid in cash and 50% will be paid in EVI common stock.
Founded in 1995 by Matt Stephenson, the Georgia based
distributor and service provider operates from four distribution
facilities serving over 8,500 customers throughout Georgia, South
Carolina, North Carolina, and southern Virginia, some of the
fastest growing and most stable laundry markets in the nation.
Tri-State has 66 employees, including 28 service personnel, and
distributes a comprehensive line of laundry equipment and related
parts and supplies, consisting of over 7,500 SKU’s that include
Pellerin-Milnor, Chicago Dryer, Speed Queen, and Maytag branded
products.
For over 22 years, Tri-State has operated under the continuous
ownership and management of Matt Stephenson. Under his direction,
Tri-State has increased its revenues, profitability, and market
share, resulting in recognition as one of the leading distributors
and service providers in the southeast. In addition to an
experienced sales team with a record of consistent sales growth,
Tri-State boasts a robust service organization that is the
cornerstone of longstanding customer relationships leading to
predictable revenues and profitability. For the twelve months ended
June 30, 2017, Tri-State generated revenues of approximately $27
million, which were derived from the sale of equipment, parts, and
supplies, the performance of installation and maintenance services,
and from the rental of commercial and vended laundry equipment.
Consistent with EVI’s operating philosophy, Tri-State will
operate as a subsidiary of EVI under its current name and from its
present locations, and will continue to be led by Matt Stephenson
and Tri-State’s existing employees. The addition of Tri-State
provides EVI contiguous territory from Florida through the southern
mid-Atlantic states, which will create new opportunities to deliver
more products and technical services to EVI’s growing customer base
in the region.
Matt Stephenson, President of Tri-State said: “On behalf of
everyone at Tri-State, we are excited to be joining the growing
group of outstanding commercial laundry distributors in the EVI
family. I believe in the EVI vision and we are confident that with
EVI, Tri-State will continue to expand and be a valuable
contributor to EVI’s long-term growth objectives.”
Henry M. Nahmad, EVI’s Chairman and Chief Executive Officer,
commented: “EVI is a growing group of accomplished entrepreneurs
with an unrelenting passion and commitment for growth. Our
operating philosophy is a natural fit for these entrepreneurs who
also seek to continue building their company as part of a broad
family of businesses with the common goal of creating a North
American enterprise. Matt Stephenson exemplifies the
entrepreneurial vision and drive we pursue. Consequently, we are
thrilled to welcome Matt and the Tri-State team to the EVI family
and we look forward to their valuable contributions.”
About EnviroStar
EnviroStar, Inc. is a distributor of commercial, industrial, and
vended laundry products and industrial boilers, including related
parts and supplies. Through its subsidiaries, EVI sells its
products and provides installation and maintenance services to
thousands of customers across the United States, the Caribbean, and
Latin America.
Forward-Looking Statements
Except for the historical matters contained herein, statements
in this press release are forward-looking and are made pursuant to
the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. Forward-looking statements are subject to a
number of known and unknown risks and uncertainties that may cause
actual results, trends, performance or achievements of EnviroStar,
or industry trends and results, to differ from the future results,
trends, performance or achievements expressed or implied by such
forward-looking statements. These risks and uncertainties include,
among others, that the proposed acquisition of Tri-State may not be
accretive to EnviroStar’s earnings or otherwise have a positive
impact on EnviroStar’s operating results or financial condition to
the extent anticipated or at all, integration risks, risks related
to the business, operations and prospects of Tri-State and
EnviroStar’s plans with respect thereto, the risk that the
conditions to closing the proposed acquisition may not be satisfied
and that the proposed acquisition may not otherwise be consummated
when expected, in accordance with the contemplated terms, or at
all, and the risks related to EnviroStar’s operations, results,
financial condition, financial resources, and growth strategy,
including EnviroStar’s ability to find and complete other
acquisition opportunities, and the impact of any such acquisitions
on EnviroStar’s operations, results and financial condition.
Reference is also made to other economic, competitive,
governmental, technological and other risks and factors discussed
in EnviroStar’s filings with the Securities and Exchange
Commission, including, without limitation, those disclosed in the
“Risk Factors” section of EnviroStar’s Annual Report on Form 10-K
for the fiscal year ended June 30, 2016 filed with the SEC on
September 20, 2016. Many of these risks and factors are beyond
EnviroStar’s control. In addition, past performance and perceived
trends may not be indicative of future results. EnviroStar cautions
that the foregoing factors are not exclusive. The reader should not
place undue reliance on any forward-looking statement, which speaks
only as of the date made. EnviroStar does not undertake to, and
specifically disclaims any obligation to, update or supplement any
forward-looking statement, whether as a result of changes in
circumstances, new information, subsequent events or otherwise,
except as may be required by law.
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version on businesswire.com: http://www.businesswire.com/news/home/20170911005521/en/
EnviroStar, Inc.Henry M. Nahmad, 305-754-8676orRob Lazar,
305-754-8676
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