Luxor closes wood framing business acquisitions in Canada and U.S.
By Luxor Industrial Corporation
February 16, 2016 - Luxor Industrial Corporation recently announced the closing of two definitive agreements providing for Luxor’s acquisition of two wood framing businesses in Canada and the U.S.
In the United States, Luxor has purchased all of the equity interest of Mill Frame LLC, a Washington State limited liability company. Luxor is required to issue five million common shares of Luxor upon Mill Frame LLC generating $10 million in net sales and a further five million common shares of Luxor upon Mill Frame LLC generating an additional $10 million in net sales ($20 million in the aggregate).
In the past 45 days, Luxor has announced three contracts secured by Mill Frame LLC that have a total value in excess of US $ 5,000,000 or CDN $ 7,000,000.
“In the summer of 2015, I approached Luxor as a supplier of pre-fab walls; 10 years ago when the exchange rate was similar we had done some great wood business together in the U.S.,” stated Steve Conboy, president of Mill Frame. “This time I saw an opportunity to sell turnkey framing to U.S. builders and took a longer term view to partner up with Luxor. I am proud to join Luxor and its group of seasoned veterans.”
In Canada, Luxor has purchased the book business and certain assets of Colt Builders Inc. of Alberta through Luxor’s subsidiary Mill Frame Inc. (Newco) which has acquired such assets for 40 per cent of the shares of Newco. Colt has agreed that it will exchange 20 per cent of its Newco shares in consideration for the issuance of 5 million common shares of Luxor upon Newco generating $10 million in net sales and will exchange the remaining 20 per cent of its Newco shares to Luxor in consideration for the issuance of an additional 5 million common shares of Luxor upon Newco generating an additional $10 million in net sales ($20 million in the aggregate).
Upon achieving the milestones, Luxor will have the right to 100 per cent ownership of Newco shares. Closing of the acquisitions was not conditional upon financing, however, Luxor will be required to provide additional funds in order to execute on its business plan and grow the respective businesses. All of the vendors are arm’s length parties to Luxor.
“Our team in Alberta is pleased to join Luxor,” said John Hunter, president of Colt. “We look forward to providing our many years of experience in turnkey framing to support Luxor’s expansion into the United States.”
Prior to the above two acquisitions, Luxor has and continues to be involved in the development, engineering, manufacturing and marketing of engineered wood products and operates in the industrial, residential and commercial sectors.
This news release contains forward-looking information that involve various risks and uncertainties regarding future events. Such forward-looking information can include without limitation statements based on current expectations involving a number of risks and uncertainties and are not guarantees of future performance of Luxor. There are numerous risks and uncertainties that could cause actual results and Luxor’s plans and objectives to differ materially from those expressed in the forward-looking information, including: adverse market conditions or the inability of Luxor to raise funds to execute on its business plan with respect to the recently acquired wood framing businesses. Actual results and future events could differ materially from those anticipated in such information. These and all subsequent written and oral forward-looking information are based on estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this notice. Except as required by law, Luxor does not intend to update these forward-looking statements. Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.