Glentel Inc. Completes Acquisition of Wireless Zone
PR Newswire
BURNABY, BC, Nov. 30, 2012
˗ A 428-Store Verizon Wireless U.S. Retailer
BURNABY, BC, Nov. 30, 2012 /PRNewswire/ – GLENTEL Inc. (TSX: GLN) announced
today that it has completed the 100% share purchase of Middletown,
Connecticut-based Automotive Technologies, Inc. (“ATI”) dba Wireless
Zone, a 428-store franchise system in the United States that sells
Verizon Wireless products and services.
“I am pleased to announce the successful acquisition of ATI, and to
welcome ATI’s employees and Wireless Zone’s franchisees to the GLENTEL
family,” stated Tom Skidmore, GLENTEL’s President and Chief Executive
Officer. “The acquisition of Wireless Zone increases our
already-established US presence, and with limited geographic overlap
will complement the corporate stores of Diamond Wireless, one of six
exclusive Verizon National Premium Retailers. The addition of ATI
brings the total number of locations operated by GLENTEL in Canada,
Australia, and the United States to more than 1,180.”
Wireless Zone is also one of the six exclusive Verizon Wireless National
Premium Retailers, operating 409 franchised and 19 corporate stores in
28 US states. As part of the share purchase agreement, key members of
senior management will be subject to employment agreements, and for
certain consideration will be provided with share equivalent rights in
ATI, which include put and call provisions for an aggregate total of
4.2% of ATI’s distributed operating profit.
Transaction Summary
The total purchase price for 100% stock and other consideration was USD
$83.3 million. GLENTEL funded the acquisition through USD$22.3 million
of cash and a CDN$61.0 million 5-year syndicated senior credit
facility. The final purchase price is subject to a final working
capital adjustment.
Financial Highlights
Combined pro forma unaudited trailing twelve-month financial highlights
of GLENTEL Inc. in millions of Canadian dollars, inclusive of the
recently completed acquisitions of Australian-based AMT Group and ATI,
dba Wireless Zone:
Pro Forma 12-months Ended June 30, 2012 | |||||
GLENTEL Inc. |
ATI Wireless Zone |
AMT Group Allphones |
Adjustments |
Consolidated Pro Forma |
|
Sales | $617.7 | $545.8* | $167.7 | ($28.5) | $1,302.7 |
Normalized net earnings before amortization, finance income and expenses, non-recurring items, and taxes |
$48.6 | $15.3 | $19.2 | ($3.3) | $79.8 |
* Includes a wholesale business that sells mobile phones and other goods
and services to its franchisees
The unaudited pro forma financial information reflects pro forma
adjustments and expected synergies based on currently available
information and assumptions that management of GLENTEL believes provide
a reasonable basis for presenting the significant effects of the
completion of the share purchase transactions. Adjustments in place
adjust results to account for GLENTEL’s 83% ownership interest in AMT
Group. The above unaudited pro forma consolidated financial information
is for informational purposes only and is not necessarily indicative of
what the financial position and results of operations would have been
had the completion of the acquisitions occurred on or before June 30,
2011 with assumption of 12-month trailing earnings ending June 30,
2012, nor does it purport to be indicative of the financial position as
of any future date or results of operations for any future period, nor
the financial position as determined under GAAP. Actual figures may
differ significantly from those presented above.
About GLENTEL
GLENTEL (TSX: GLN) is the largest independent multi-carrier mobile phone
retailer in Canada and a leading provider of innovative and reliable
telecommunications services and solutions in North America. Founded in
1963 and headquartered in Burnaby, BC, Canada, GLENTEL comprises four
operating divisions – Retail Canada, Retail U.S., Retail Australia and
Business – that service thousands of consumers and commercial
communications customers. The company operates over 1,180 stores
worldwide, with more than 330 locations in Canada located nationally in
retail malls, Costco Wholesale stores, and business centers; more than
210 Diamond Wireless retail locations in the United States; 428
Wireless Zone retail locations in the United States; and more than 210
retail locations in Australia. In addition, Target Canada has licensed
the operation of over 125 mobile communications sales and service
kiosks within its stores to GLENTEL under the brand Target Mobile,
commencing in 2013. To its business and government customers, GLENTEL
offers wireless service, rental equipment, satellite and terrestrial
network systems and wireless asset monitoring. GLENTEL offers a choice
of network carrier and wireless device or mobile phone to Canadian and
Australian consumers and offers the family of wireless products and
services of Verizon Wireless in the United States. GLENTEL operates its
business under the trading names GLENTEL Wireless, WIRELESSWAVE, WAVE
SANS FIL, Tbooth Wireless, La Cabine T Sans Fil, WIRELESS etc., SANS
FIL etc., Mac Station, Diamond Wireless and Wireless Zone – Verizon
Wireless National Premium Retailers, and Allphones in Australia.
Forward-Looking Statements
Statements in this release relating to matters that are not historical
fact are forward-looking statements based on current expectations,
forecasts and assumptions that involve risks and uncertainties that
could cause actual outcomes and results to differ materially. Factors
that could cause or contribute to such differences include, but are not
limited to, general economic conditions, changes in technology,
reliance on third-party manufacturing, managing rapid growth, limited
intellectual property protection, and other risks and uncertainties
described in GLENTEL’s public filings with securities regulatory
authorities.
NO STOCK EXCHANGE, SECURITIES COMMISSION, OR OTHER REGULATORY AUTHORITY
HAS APPROVED OR DISAPPROVED THE INFORMATION CONTAINED HEREIN.
SOURCE Glentel Inc.
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