WINNIPEG, Sept. 24, 2012 /CNW/ - Legumex Walker Inc. (TSX: LWP), today
provided an update on its previously announced acquisition of Keystone
Grain Ltd. ("Keystone"),a leading Manitoba-based processor and marketer
of sunflowers, flax, specialty crops and organic commodities. Legumex
Walker has substantially completed due diligence related to the
transaction and the two companies have reached agreement on the
principal terms under which LegumexWalker will purchase 100% of the
business of Keystone. Under such terms, Legumex Walker will pay $1.28
million in cash and 587,437 in its common shares. In addition, the
Keystone vendors will receive 660,000 warrants at $9.50 per share,
which expire two years from the date of closing of the transaction.
Keystone has $4.8 million in long-term debt and is required to have
$4.0 million in working capital at closing.
Legumex Walker expects the acquisition will be immediately accretive to
2013 earnings, exclusive of any potential synergies that may be
"With this acquisition, Legumex Walker will become one of North
America's largest processorsand marketers of sunflowers and related
products to the growing bakery ingredients market while at the same
time establishing a meaningful foothold in the retail bird food
market," said Joel Horn president and CEO of Legumex Walker. "The
addition of Keystone fits squarely with our strategic objectives,
further diversifying our product offering with complementary, high
margin products, while providing the opportunity to further optimize
our processing capacity. We look forward to the finalizing the
transaction and immediately beginning to pursue the growth
opportunities inherent in the Keystone business."
Keystone's assets include a sunflower processing facility (40,000 metric
tons annual capacity) and a flax processing facility (11,500 metric
tons annual capacity) in Winkler, Manitoba and a bird food processing
facility in Winnipeg, Manitoba (11,500 metric tons annual capacity).
Keystone processes and markets a variety of food-grade products,
primarily focusing on sunflower and flax products, including bakery
sunflower kernels and confectionary sunflower kernels and several
varieties of both milled and non-milled flax. Keystone also processes
and markets custom private label birdfood products and retail wild bird
food products, and packs wild birdfood products under the Emerald Farms
label for the retail market, including several large North American big
Legumex Walker is being advised by Cormark Securities Inc. The
acquisition of Keystone is subject to completion ofconfirmatory due
diligence, definitive documentation and customary closing conditions.
Until all the closing conditions are satisfied or waived, there can be
no assurances that this transaction will be completed. If all closing
conditions are satisfied, closing is expected to occur on or about
October 1, 2012.
About Legumex Walker Inc.
Legumex Walker is a growth-oriented processor and merchandiser of pulses
(lentils, peas, beans and chickpeas), other special crops and canola
products. The Company is one of the largest processors of pulses and
other special crops in Canada. Following the close of the Keystone
transaction, LWP will have14 processing facilities strategically
located in key growing regions in the Canadian Prairie Provinces, the
American Midwest, and China, a global sales, logistics, and
distribution platform and access to multimodal transportation
capabilities. In addition the Company has an 85 percent interest in
Pacific Coast Canola, LLC, a company that is constructing a canola
oilseed processing facility in Washington State.
This press release contains "forward‐looking information" within the
meaning of Canadian securities laws, which may include, but are not
limited to, statements relating to the acquisition of Keystone, its
expectations for the performance of Keystone, the impact of this
acquisition on the overall performance of the Company and on financial
results for future periods. Such forward‐looking information reflects
the Company's view with respect to future events and is subject to
risks, uncertainties and assumptions, including risks associated with
the integration of the Keystone operations with the Company's current
operations and those set out in the Annual Information Form of Legumex
Walker for the year ended December 31, 2011 and in the Company's
Management Discussion and Analysis for the period ended June 30, 2012,
which are available on SEDAR at www.sedar.com and which should be reviewed in conjunction with the press release
available at www.sedar.com. The Company does not undertake to update forward‐looking statements
or forward‐looking information, except as required by law.
SOURCE: Legumex Walker Inc.
For further information:
INVESTOR & MEDIA RELATIONS
Manager of Investor Relations - Legumex Walker Inc.
(416) 815-0700 ext. 257