Westport Acquires Clean Energy’s Natural Gas Vehicle Business, BAF Technologies & ServoTech Engineering, to Expand Ford Pro...
June 28 2013 - 8:40AM
Business Wire
Westport Innovations Inc. (TSX:WPT) (NASDAQ:WPRT), the global
leader in natural gas engines, today announced that it has acquired
BAF Technologies, Inc. (BAF) and its subsidiary, ServoTech
Engineering, Inc. (ServoTech), subsidiaries of Clean Energy Fuels
Corp. (NASDAQ:CLNE) for $25 million in Westport stock. Westport and
Clean Energy also announced a $5 million joint marketing and sales
program.
Westport believes that the amalgamation will create the largest
product portfolio and largest market presence in the North American
light duty natural gas vehicle (NGV) space. Specifically, Westport
secures its position as Ford’s largest partner under the Qualified
Vehicle Modifier (QVM) program with over 10 products and
approximately 150 Ford authorized dealerships. The transaction
allows both Westport and Clean Energy to focus on the significant
growth opportunities as natural gas emerges as a global fuel for
transportation.
“We welcome the BAF and ServoTech teams to Westport,” said Ian
Scott, Executive Vice President of Westport. “BAF has established a
strong portfolio of natural gas vehicle products and customers over
the past decade. With natural gas increasingly seen as a major
transportation fuel around the world, we believe the combination of
this new teams’ market experience and Westport’s technologies,
scalable manufacturing processes and quality control systems will
help create the type of products needed to deliver an OEM-quality
vehicle experience to our customers.”
BAF supports clients with vehicle conversions through the Ford
QVM program and aftermarket conversion products, alternative fuel
systems, application engineering, service and warranty support.
ServoTech offers a total engineering solution from initial concept
phase to prototype hardware and final prove-out, including design
and development of electronic products, software development,
automotive exhaust simulation and testing, spark-ignition gasoline
and diesel emissions technology, and offers technical training and
education in a variety of subject areas.
Currently, Westport exclusively installs the natural gas
Westport WiNG™ Power System on the Ford F-250 through F-550 series
at its assembly center in Louisville, KY. This acquisition
increases Westport’s product range with the Ford line to include
transit, cargo shuttle and taxi vehicles and dedicated natural gas
vehicles for markets such as California. BAF has been producing a
broad list of natural gas vehicle conversions for more than a
decade and recently produced its 20,000th compressed natural gas
(CNG) vehicle conversion. Westport will continue to install the
Westport WiNG Power System and the increased volume of orders
expected through BAF will create economies of scale, and the BAF
network will allow more flexibility in producing speciality
configurations.
Transaction highlights include:
- $25 million payable in shares of
Westport’s common stock on closing at a price of $30.62 based on a
10 day volume weighted average, subject to adjustments
BAF & ServoTech highlights:
- Trailing 12 months revenue of $20.9
million to April 30, 2013
- Long list of Ford QVM products
including but not limited to:
- Ford Transit Connect (EPA approved,
CARB pending)
- Ford E-250/350 (EPA & CARB
approved)
- Ford E-450/550 (EPA & CARB
approved)
- Ford F-250/350 (EPA & CARB
approved)
- Ford F-450/550/650 (EPA & CARB
approved)
- Ford F-59 (EPA & CARB
approved)
- Unique capabilities, deep industry
experience and knowledge
- As a qualified calibration modifier
(QCM), ServoTech has preferential access to Ford engine controls.
ServoTech also brings a substantial technology portfolio around
diesel emissions control, diesel dual-fuel operation and other
alternative fuels capabilities.
- ServoTech engineering center is in
close proximity to Westport’s Detroit office
“We are extremely pleased with our original investment in BAF
and the growth it has achieved over the last five years,” said
Andrew J. Littlefair, President and CEO, Clean Energy. “This is a
great opportunity for Clean Energy to sharpen our focus on fuel
solutions as the market for NGVs quickly builds momentum. Westport
will deliver great products, and we at Clean Energy will build the
fuel infrastructure to fuel the vehicles. Our new marketing
partnership expands our long-standing relationship and alliance as
we worked together over the past decade.”
Westport Enters New Marketing Agreement with Clean
Energy
Westport has committed $5 million to a new co-marketing program
aimed at increasing the natural gas vehicle market, and will allow
Westport to provide purchase incentives for fleets, including fuel
credits, and includes a commitment from Clean Energy to purchase
Westport products.
Highlights of the new marketing agreement include but are not
limited to:
- $5 million payable in March 2014 as
payment for co-marketing activities by Clean Energy over the next
two years
- Clean Energy will provide 750,000 GGEs
(gasoline gallons equivalents) of CNG, to be used by Westport as
marketing and “bundling” incentives. Fuel is useable anywhere in
the Clean Energy network of CNG fueling stations until December
2015.
- Clean Energy will provide support for
Westport product sales and marketing
- Westport and Clean Energy will
collaborate on specific customer situations, industry activities
and joint policy positions
- Clean Energy will commit to fulfill at
least 50% of its light and medium duty natural gas commercial
vehicle needs from Westport and BAF during the term of the
marketing agreement
Westport does not expect to change its revenue outlook for 2013
at this time.
About Clean Energy Fuels Corp.
Clean Energy Fuels Corp. (Nasdaq: CLNE) is the largest provider
of natural gas fuel for transportation in North America. We build
and operate compressed natural gas (CNG) and liquefied natural gas
(LNG) fueling stations; manufacture CNG and LNG equipment and
technologies for ourselves and other companies; and develop
renewable natural gas (RNG) production facilities. For more
information, visit www.cleanenergyfuels.com
About Westport Innovations Inc.
Westport engineers the world’s most advanced natural gas engines
and vehicles. More than that, we are fundamentally changing the way
the world travels the roads, rails and seas. We work with original
equipment manufacturers (OEMs) worldwide from design through to
production, creating products to meet the growing demand for
vehicle technology that will reduce both emissions and fuel costs.
To learn more about our business, visit westport.com, subscribe to
our RSS feed, or follow us on Twitter @WestportDotCom.
Note: This document contains forward-looking statements about
Westport’s business, operations, technology development or the
environment in which it operates, which are based on Westport’s
estimates, forecasts and projections. These statements include
specifically, statements regarding the volume of orders expected
through BAF, transaction pricing and acquisition integration
matters. These statements are not guarantees of future performance,
are based on a number of assumptions and involve known and unknown
risks and uncertainties that are difficult to predict, or are
beyond Westport’s control including the development of competing
products and technologies, availability and supply of natural gas,
price and supply of gasoline, timing of execution of agreements
with distributors and other counterparties, and other risk factors
and assumptions that may affect our actual results, performance or
achievements. Consequently, readers should not place any undue
reliance on such forward-looking statements. In addition, these
forward-looking statements relate to the date on which they are
made. Westport disclaims any intention or obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise except as required by
National Instrument 51-102. The contents of any website, RSS feed
or Twitter account referenced in this press release are not
incorporated by reference herein.
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