Ainsworth Inc, an affiliate of GDI Integrated Facility Services Inc (TSX: GDI) has agreed to acquire Airtron Canada from Direct Energy Marketing Ltd. Ainsworth, bought by GDI last year, will pay about $19.5 million for Airtron, a Toronto provider of heating, ventilation and air conditioning (HVAC), building automation, and energy efficiency services. GDI said the deal, expected to close this month, will expand Ainsworth’s services portfolio and strengthen its technical services segment. GDI, a Montréal-based commercial facility services provider, is a portfolio company of Canadian private equity firm Birch Hill Equity Partners.
GDI Integrated Facility Services Inc. announces strategic acquisition of Airtron Canada
LASALLE, QC, Nov. 2, 2016 /CNW Telbec/ – GDI Integrated Facility Services Inc. (TSX: GDI) (the “Company” or “GDI”) announces that it and its wholly-owned subsidiary Ainsworth Inc. (“Ainsworth”), as purchaser, have entered into an agreement to acquire Direct Energy Business Services Limited, doing business under Airtron Canada (“Airtron”), a subsidiary of Direct Energy Marketing Limited.
Airtron is a leading provider of HVAC, building automation and energy efficiency services, with approximately 400 employees and operations across Canada. The acquisition of Airtron will expand Ainsworth’s services portfolio and will strengthen GDI’s Technical Services segment, creating a business with proforma revenue of approximately $225 million and more than 1,200 employees across the country. The acquisition adds building automation and energy efficiency services to Ainsworth’s service portfolio, as well as the ability to remotely monitor and manage facility energy consumption, perform remote equipment diagnostics and problem resolution, and provide clients with real-time data analytics on building system performance.
Ainsworth will acquire Airtron for a purchase price of approximately $19.5 million including vehicle leases, and will be subject to certain closing adjustments including working capital. The acquisition will be funded through GDI’s existing credit facilities, $4.5 million of vehicle leases and a balance of sale. Airtron generated approximately $82 million in revenue in its fiscal year ended December 31, 2015. Following the realization of cost efficiencies expected to be obtained progressively over the 12 months following the acquisition, GDI expects the acquisition to contribute approximately $5 million to Ainsworth’s adjusted EBITDA on a run rate basis. At closing, the acquisition will have a beneficial effect on GDI’s debt to EBITDA coverage ratios on a proforma basis.
“We are pleased to welcome the Airtron team to the Ainsworth family,” stated Claude Bigras, President & CEO of GDI. “Airtron is a highly strategic acquisition for Ainsworth, and will allow GDI to offer energy efficiency services, real-time intelligence and remote management of a facility’s building systems, enabling us to assist our clients to maximize asset performance, reduce operating costs, increase environmental responsibility and ensure consistent customer/employee comfort. Additionally, Airtron strengthens Ainsworth’s platform in certain regions that are key markets for GDI.”
The acquisition is expected to close during November 2016 and is subject to customary closing conditions.
GDI is a leading commercial facility services provider which offers a range of services in Canada and the United States to owners and managers of a variety of facility types including office buildings, hotels, shopping centres, industrial facilities, healthcare establishments, distribution facilities, airports and other transportation facilities. GDI’s commercial facility services capabilities include commercial janitorial, installation, maintenance and repair of HVAC-R, mechanical and electrical systems, as well as other complementary services such as damage restoration and janitorial products manufacturing and distribution. GDI’s subordinate voting shares are listed on the Toronto Stock Exchange (TSX: GDI). Additional information on GDI can be found on its website at www.gdi.com.
CAUTION CONCERNING FORWARD-LOOKING STATEMENTS
Certain statements in this press release may constitute forward-looking information within the meaning of securities laws. Forward-looking information may relate to GDI’s future outlook and anticipated events, business, operations, financial performance, financial condition or results and, in some cases, can be identified by terminology such as «may»; «will»; «should»; «expect»; «plan»; «anticipate»; «believe»; «intend»; «estimate»; «predict»; «potential»; «continue»; «foresee»; «confident» “ensure” or other similar expressions concerning matters that are not historical facts. In particular, statements regarding GDI and Ainsworth’s future operating results and economic performance and its objectives and strategies, the completion and expected closing date of the Airtron acquisition and the anticipated benefits of the Airtron acquisition are forward-looking statements. These statements are based on certain factors and assumptions including expected growth, results of operations, performance and business prospects and opportunities, which GDI believes are reasonable as of the current date. While management considers these assumptions to be reasonable, they may prove to be incorrect. It is impossible for GDI to predict with certainty the impact that the current economic uncertainties may have on future results. Therefore, future events and results may vary significantly from what management currently foresees. The reader should not place undue importance on forward-looking information and should not rely upon this information as of any other date. While management may elect to, the Company is under no obligation and does not undertake to update or alter this information at any particular time, except as may be required by law.
For further information: Investor, analyst and media: GDI Integrated Facility Services Inc., David Hinchey, Senior Vice President, Strategic Development, Telephone: 514-368-8690 ext. 282
Photo courtesy of Airtron Canada