Kingspan Group PLC Acquisition (7256W)
November 11 2014 - 7:49AM
UK Regulatory
TIDMKGP
RNS Number : 7256W
Kingspan Group PLC
11 November 2014
Kingspan Group plc
Acquisition
11 November 2014
Kingspan Group plc ("Kingspan") announces the acquisition of
Vicwest Building Products
Kingspan, the global leader in high performance insulation and
building envelopes, is pleased to announce that it has entered into
an agreement to acquire the Building Products ("BP") division of
Vicwest Inc ("Vicwest").
Vicwest is a Canadian listed company. Its BP division comprises
three Insulated Panel manufacturing plants in addition to a number
of profiling facilities across Canada and the US.
The consideration for the BP business is circa C$154.5m
inclusive of debt and reorganisation costs, payable in cash on
completion. The BP revenues for the 12 months to 31 December 2013
were C$253.7m, and pro forma EBITDA for the same period was C$13.2m
with forecast pro forma EBITDA for 2014 of C$15.0m. BP had gross
assets of C$127.1m as at 30 June 2014. Post acquisition, Kingspan
plans to implement further changes in the BP business and the
impact of these changes is expected to increase the annual pro
forma EBITDA to circa C$18.0m. The current management team of the
BP business will be transferring to Kingspan following
completion.
The acquisition will be structured as the purchase by Kingspan
of the entire issued and outstanding share capital of Vicwest, by
way of a court approved plan of arrangement (the "Arrangement"),
and the simultaneous transfer of the Westeel business and assets to
Ag Growth International Inc ("AGI"). The total estimated
consideration payable under the Arrangement is C$376.0m, of which
Kingspan will fund circa C$154.5m and AGI will fund C$221.5m. The
acquisition of the BP business will be funded from Kingspan's
existing credit facilities.
Completion of the Arrangement is subject to a number of
conditions including, but not limited to, the approval of Vicwest's
shareholders at a special meeting to be held to consider the
Arrangement, as well as customary court and regulatory approvals.
Subject to receipt of all required approvals, closing is expected
to occur in the first quarter of 2015. The completion of both
proposed transactions, the sale of Vicwest and the sale of the
Westeel division, are inter-conditional.
Gene Murtagh, Kingspan Chief Executive Officer, commented: "The
acquisition of Vicwest Building Products boosts Kingspan's ability
to drive conversion of the North American construction market to
more energy-efficient Insulated Panels, coming at a time when the
energy agenda in North America is becoming increasingly
persuasive."
For further information contact:
Kingspan
Gene Murtagh, Chief Executive
Officer
+353 42 9698000
Geoff Doherty, Chief
Financial Officer +353 42 9698000
Murray Consultants
Douglas Keatinge +353 1 4980300
This information is provided by RNS
The company news service from the London Stock Exchange
END
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