NEW YORK, Jan. 11, 2016 /PRNewswire/ -- MFC Industrial
Ltd. ("MFC" or the "Company") (NYSE: MIL) is pleased to announce
that, further to its news releases dated December 31, 2015, it has received all necessary
regulatory approvals to complete the acquisition of BAWAG Malta
Bank Ltd., a Western European bank (the "Bank").
Bank Acquisition
Pursuant to the transaction, MFC will acquire the Bank from
BAWAG P.S.K. Bank fur Arbeit und Wirtschaft und Osterreichische
Postsparkasse Aktiengesellschaft for consideration equal to the net
realizable value of the Bank at the time of closing, which the
Company expects will be approximately €86 million. The Company
expects that the acquisition will have no material impact on its
liquidity.
As the Company has received all requisite approvals for the
acquisition of the Bank, including the approvals of the European
Central Bank and the Malta Financial Services Authority, it expects
to complete the acquisition within January
2016, at which time the Bank will be renamed "MFC Merchant
Bank Ltd."
Upon completion of the transaction, the Bank will focus on trade
finance and merchant banking and will not be engaged in retail or
general commercial banking activities. The Company expects to
outsource the majority of the Bank's backroom operations, which
will allow the Company to manage associated costs on a variable
basis.
Long-Term Strategy
In the first quarter of 2015, we announced our strategy to
leverage our trade finance and supply chain platform by offering
additional and complementary trade and structured finance services
and solutions to our existing customer base. Our organisation has a
track record of over 20 years in the field of structured supply
chain transactions and the proposed Bank acquisition is an integral
part of this strategy.
Through ownership of an "in-house" bank, we will be able to
supplement our core business with additional targeted trade and
structured finance products, including, among others,
collateral-based lending to suppliers and customers, factoring,
discounting and forfaiting of receivables and issuing sureties.
To advance our strategy and focus our priority, in 2015, we
announced a strategic initiative to rationalize and deconsolidate
our hydrocarbon and other resource assets. We have progressed with
this plan and do not expect these discontinued assets to have a
significant impact on our continuing operating results going
forward.
We believe that in order to successfully integrate the Bank and
achieve our goals, we will need to rely on our strengths,
being:
- Longstanding relationships with our existing customers and
suppliers and financial institutions
- The experience of our management and other personnel located in
strategic locations
- Experience in industrial markets and logistics
- Experience in structured trade finance
- Our financial discipline
- Our strong cash and liquidity positions.
The following table provides highlights of our financial
position as of September 30,
2015:
(US$ in thousands,
except per share amounts and ratio)
|
September 30,
2015
|
Cash and cash
equivalents
|
298,559
|
Securities
|
90
|
Trade
receivables
|
120,423
|
Inventories –
contracted at fixed prices or hedged
|
122,632
|
Inventories – other
(1)
|
84,103
|
Current
assets
|
870,347
|
Current
liabilities
|
486,020
|
Working
capital
|
384,327
|
Current ratio
(2)
|
1.79
|
Total
assets
|
1,022,326
|
Total
liabilities
|
669,882
|
Shareholders'
equity
|
351,306
|
Equity per common
share
|
5.56
|
|
|
Notes:
|
|
(1)
|
Inventories – other includes the raw materials, work
in progress and finished goods at our captive supply facilities
and, to a much lesser extent, strategic inventories such as
consignment positions and goods in transit.
|
(2)
|
The current ratio is calculated as current assets
divided by current liabilities.
|
Gerardo Cortina, President and
Chief Executive Officer of the MFC stated: "We are pleased to
announce the receipt of requisite regulatory approvals and move
forward with completing this acquisition. The addition of a bank to
the MFC group is a significant step towards realizing on our
long-term plans and, along with the other actions we have taken in
the last year, will enhance the value of the company for our
shareholders."
Mr. Cortina concluded: "We would like to thank everyone who has
assisted with the Bank acquisition thus far, especially the
professionals at Ganado Advocates, Heyne & Schweizer
Rechtsanwalte and Deloitte and the executives at BAWAG P.S.K. Bank
fur Arbeit und Wirtschaft und Osterreichische Postsparkasse
Aktiengesellschaft. We look forward to welcoming our new colleagues
at the Bank to MFC.
About MFC
MFC is a finance and supply chain company, which facilitates the
working capital and other requirements of our customers and
suppliers. Our business activities involve customized
structured financial solutions and are supported by captive sources
and products secured by third parties. We do business in
multiple geographies and specialize in a wide range of industrial
products such as metals, minerals, electricity/power, steel
products, ferro-alloys, chemicals and wood products.
Disclaimer for Forward-Looking
Information
This news release contains statements which are, or may be
deemed to be, "forward-looking statements" which are
prospective in nature, including, without limitation, statements
regarding anticipated benefits of the Company's Bank acquisition,
future business prospects and any statements regarding beliefs,
plans, expectations or intentions regarding the future.
Forward-looking statements are not based on historical
facts, but rather on current expectations and projections about
future events, and are therefore subject to risks and uncertainties
which could cause actual results to differ materially from the
future results expressed or implied by the forward-looking
statements. Often, but not always, forward-looking
statements can be identified by the use of forward-looking
words such as "plans", "expects" or "does not expect", "is
expected", "scheduled", "estimates", "forecasts", "projects",
"intends", "anticipates" or "does not anticipate", or "believes",
or variations of such words and phrases or statements that certain
actions, events or results "may", "could", "should", "would",
"might" or "will" be taken, occur or be achieved. Such statements
are qualified in their entirety by the inherent risks and
uncertainties surrounding future expectations. Such
forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause our actual results,
revenues, performance or achievements to be materially different
from any future results, performance or achievements expressed or
implied by the forward-looking statements. Important factors
that could cause our actual results, revenues, performance or
achievements to differ materially from our expectations include,
among other things: (i) periodic fluctuations in financial results
as a result of the nature of our business; (ii) economic and market
conditions; (iii) competition in our business segments; (iv) our
ability to complete the Bank acquisition, including satisfying
remaining customary conditions; (v) our ability to integrate and
realize the anticipated benefits of our acquisitions, including the
acquisition of the Bank; (vi) counterparty risks; and (vii) other
factors beyond our control. Such forward-looking statements should
therefore be construed in light of such factors. Other than in
accordance with its legal or regulatory obligations, the Company is
not under any obligation and the Company expressly disclaims any
intention or obligation to update or revise any
forward-looking statements, whether as a result of new
information, future events or otherwise. Additional information
about these and other assumptions, risks and uncertainties are set
out in our Annual Report on Form 20F filed with the U.S.
Securities and Exchange Commission and our Management's Discussion
and Analysis for the three and nine months ended September 30, 2015, filed with the Canadian
securities regulators.
Corporate
|
Investors
|
MFC Industrial Ltd.
|
DresnerAllenCaron Inc.
|
Rene Randall
|
Joe Allen
|
1 (604) 683 8286 ex 2
|
1 (212) 691 8087
|
rrandall@bmgmt.com
|
jallen@desnerallencaron.com
|
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SOURCE MFC Industrial Ltd.