TORONTO, June 22, 2015 /CNW/ - Enerdynamic Hybrid Technologies Corp. (TSX-V: EHT) ("EHT" or the "Company") has entered into a non-binding letter of intent, dated June 19, 2015, to acquire 100% of the shares of EVIA Finance S.A.R.L., a global manufacturer and installer of patented modular housing units, container units and truck/trailer units. EVIA operates globally under the trade name IQ.
The total acquisition value is expected to be approximately CAD$46.7 million, CAD$15.2 million of which shall be payable in cash and CAD$31.2 million of which shall be payable by the issuance of 35 million EHT common shares at a deemed price of 90 cents per share. No commissions are payable on the transaction. The cash portion of the consideration is expected to be funded from a portion of the proceeds from EHT's previously announced offering of up to CAD$20 million of two-year 18% debentures and bonus shares. Please see the news release dated June 11, 2015. A $7 million lead order for the debenture financing has been secured.
EVIA operates globally, is headquartered in Luxembourg and, for 2014 the consolidated revenue of EVIA and its affiliated businesses and licensees was approximately CAD$28 million and CAD$9 million of EBITDA (unaudited). Assets of the Group including affiliates and licensees as of June 15, 2015, include approximately CAD$18.4 million in equipment, CAD$7.3 million in accounts receivable and CAD$.6 million in cash with total assets of CAD$26.3 million and total liabilities of CAD$.8 million (unaudited). As a supplier to the US Government of energy efficient housing units as well as having an established business in modular home and container unit sales across various sectors of the economy, EVIA has established a growing order book. EVIA's growth is driven by the fact that their proprietary modular housing units can be built in less than one day, are 70% more energy efficient than a traditional modular home and are fully recyclable at the end of their useful life.
Combining EHT's renewable energy solutions with EVIA's patented modular structure technology provides EHT the opportunity to be a leading supplier of energy self-sufficient modular structures that can be used for housing, medical facilities, disaster recovery units, schools or offices anywhere in the world.
The proposed acquisition is conditional on, among other things, completion of satisfactory due diligence, entry into of a definitive binding share purchase agreement, audited financial statements, completion of the previously announced debenture financing and TSX Venture Exchange approval.
The information in this news release, including relating to the proposed acquisition of Evia, the Company's proposed financing and anticipated use of proceeds, Evia's anticipated future revenues and growth, includes certain information and statements that constitute forward-looking information. These forward-looking statements are based upon certain assumptions, including regarding EHT's ability to successfully complete the acquisition of Evia, the success of the proposed debenture financing, anticipated revenues to be generated by Evia, due diligence being satisfactory to EHT and obtaining TSXV approval. Such assumptions are subject to significant risks and uncertainties. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance may vary materially from those anticipated and indicated by these forward-looking statements. Although EHT believes that the expectations reflected in forward-looking statements are reasonable, it can give no assurances that the expectations of any forward-looking statements will prove to be correct. Except as required by law, EHT disclaims any intention and assumes no obligation to update or revise any forward-looking information to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward-looking statements or otherwise.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
About Enerdynamic Hybrid Technologies
EHT delivers proprietary, turn-key energy solutions which are intelligent, bankable and sustainable. EHT's energy products and solutions can be implemented immediately wherever they are needed. EHT stands above its competitors by combining a full suite of solar PV, wind and battery storage solutions, which can deliver energy 24 hours per day in both small-scale and large-scale format. EHT excels where no electrical grid exists in addition to traditional support to established electrical networks.
EVIA is a global manufacturer and installer of proprietary modular housing units, container units and truck and trailer systems. EVIA operates globally under the marketing name IQ.
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