Spark Power Acquires Orbis Engineering Field
Services
TORONTO, July 5, 2018 /CNW/ - Canaccord Genuity
Acquisition Corp. ("CGAC") is pleased to announce that in
conjunction with the earlier announcement of the acquisition of
Bullfrog Power, Spark Power Corp. ("Spark Power"), a leading
independent electrical power services and solutions company, has
acquired Orbis Engineering Field Services ("Orbis"), and the
California branches of New Electric. On June
11, 2018, CGAC announced its proposed merger (the "Merger")
with Spark Power. The Merger will constitute CGAC's qualifying
acquisition.
- Orbis, based in Edmonton,
Alberta, is an engineering design and technical field
services firm specializing in power systems engineering and on-site
field services including commissioning and start-up. The company's
meticulous safety protocols, supportive culture, experienced staff,
and ability to service remote and restricted areas have made Orbis
the preferred engineering firm for clients in oil and gas, mining,
utilities, forestry, and public sector markets.
- Building on the company's 2017 acquisition of the Canadian
operations of electrical contracting services company New Electric,
Spark Power has acquired New Electric's branches in Fresno and Fremont,
California.
"At Spark Power, we take great pride in our ability to identify
and acquire businesses that support our mission to provide
integrated, 'pole to product', technical power services to the
North American market," said Jason
Sparaga, co-CEO, Spark Power. "These companies have
tremendous depth of expertise and a solid brand history of being
best-in-breed service providers across multiple geographies and
markets. We are excited to welcome them to the Spark Power Group of
Companies."
Spark Power, its subsidiaries, and the acquired companies will
continue to operate under their respective brand names and their
management teams will remain as key members of the Spark Power
team.
As previously disclosed on June 11,
2018, Spark Power believes that with the addition of these
acquisitions and Bullfrog Power, the corporation will realize
pro-forma annualized revenues and Adjusted EBITDA of approximately
$148.0 million and $25.0 million, respectively, for the year ending
December 31, 2018.
About Canaccord Genuity Acquisition Corp.
CGAC is a special purpose acquisition corporation incorporated
under the laws of the Province of Ontario for the purpose of effecting an
acquisition of one or more businesses or assets, by way of a
merger, amalgamation, arrangement, share exchange, asset
acquisition, share purchase, reorganization, or any other similar
business combination involving CGAC.
About Spark Power Corp.
Spark Power is a leading independent electrical power services
and solutions company serving more than 4,500 industrial,
commercial, institutional, renewable and agricultural customers, as
well as utility markets including municipalities, universities,
schools and hospitals across North
America. For more information, visit us at
www.sparkpower.ca.
About Orbis Engineering Field Services
Orbis Engineering Field Services is an engineering design firm
specializing in field engineering for power systems. The company's
meticulous safety protocols, supportive culture, experienced staff,
and ability to service remote and restricted areas have made Orbis
Engineering the preferred engineering firm for clients in oil and
gas, mining, utilities, forestry, and public sector markets. For
more information, visit www.orbisengineering.net.
Non-IFRS Measures
Adjusted EBITDA is a non-IFRS measure that is used in this news
release as an indicator of financial performance. Readers are
cautioned that it is not a defined performance measures under IFRS
and may differ from similar computations as reported by other
similar entities and, accordingly, may not be comparable to
financial measures as reported by those entities. Please see CGAC's
long form non-offering prospectus dated June
18, 2018 (the "Prospectus") for a reconciliation of Adjusted
EBITDA to the nearest IFRS measure.
Caution Regarding Forward-Looking Statements
Certain information in this news release may constitute
"forward-looking information" within the meaning of applicable
securities legislation. All information contained herein, other
than statements of current and historical fact, is forward-looking
information. Generally, forward-looking information can be
identified by use of words such as "may", "will", "expect",
"believe", "plan", "would", "could" and other similar terminology.
All of the forward-looking information herein is qualified by this
cautionary statement.
Spark Power's pro-forma annualized revenues and Adjusted EBITDA
are considered forward-looking information. The purpose of
disclosing this information is to show readers the financial
results that management currently believes are achievable based on
the acquisitions noted herein. Such financial targets are generally
based on the following assumptions: (a) Spark Power will be able to
continue its acquisition growth strategy and that such strategy
will contribute to Spark Power's future growth, including with
respect to the acquisitions noted herein; (b) Spark Power will be
able to take advantage of future prospects and opportunities; (c)
results of Spark Power's operations will continue as expected; (d)
Spark Power will expand its customer base across North America; (e)
Spark Power will continue to have capital available; (f) there will
be no changes in legislative or regulatory matters that negatively
impact Spark Power's business; (g) current tax laws will remain in
effect and will not be materially changed; (h) economic conditions
will remain relatively stable throughout the period; and (i) the
electric power services market will continue to grow consistent
with past experience. Spark Power considers these assumptions to be
reasonable in the circumstances, given the time periods for such
outlook.
However, there can be no assurance that Spark Power will be able
to achieve these financial targets. All other financial forecasts
herein rely on management judgment given assumptions concerning,
among other things, general economic conditions, and the ability of
Spark Power to successfully integrate each of Bullfrog, Orbis and
the U.S. operations of New Electric into its business in a timely
manner, the ability to generate new customer relationships and
expand its current customer relationships, that Spark Power will
not experience disruptions to its ability to perform electrical
power services, the availability of funds and resources for Spark
Power's development, Spark Power's ability to take advantage of
business opportunities in the market and that its customers
continue to utilize its services. Spark Power's actual results
could vary from the pro-forma annualized revenues and Adjusted
EBITDA targets due to, lost power service contracts, delays in
performance of its service contracts, increased material costs,
government regulations, shifting industry preferences, increased
competition and loss of key executives and employees.
Inherent in the forward-looking information are known and
unknown risks, uncertainties and other factors that could cause our
actual results, performance or achievements, or industry results,
to differ materially from any results, performance or achievements
expressed or implied by such forward-looking information. Given
these risks, uncertainties and other factors, investors should not
place undue reliance on forward-looking information as a prediction
of actual results. The forward-looking information reflects current
expectations and beliefs regarding future events and operating
performance and is based on information currently available to
CGAC. Although CGAC has attempted to list material risks that could
cause actual results to differ materially from the forward-looking
information contained herein, there are other factors that could
cause results not to be as anticipated, estimated or intended. For
a further description of these and other factors that could cause
actual results to differ materially from the forward-looking
statements included in this news release, see the risk factors
discussed under the heading "Risk Factors" in the Prospectus and as
described from time to time in the reports and disclosure documents
filed by CGAC with the Canadian securities regulatory agencies and
commissions. The forward-looking information contained herein is
current as of the date of this document and, except as required
under applicable law, CGAC does not undertake to update or revise
it to reflect new events or circumstances.
SOURCE Canaccord Genuity Acquisition Corp.