? A 428-Store Verizon Wireless U.S. Retailer
BURNABY, BC, Nov. 30, 2012 /CNW/ - 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.