Xebec Adsorption Inc. (TSXV: XBC) (“Xebec”), a
global provider of clean energy solutions, is pleased to announce
it has entered into an agreement effective October 30th, 2020, to
acquire all of the outstanding shares of “The Titus Company”
(Titus). Titus’ principals will remain with Titus after the
acquisition to optimize their integration into Xebec’s Industrial
Service and Support business and to grow the operation over the
coming years. With this acquisition, Xebec’s Cleantech Service
Network (CSN) coverage will increase to include Eastern
Pennsylvania, Delaware and New Jersey.
Total consideration payable by Xebec is
approximately $8.0M, subject to certain holdbacks, adjustments and
time-based payments. Titus had revenues of $12.3 million for FY2019
with an EBITDA margin of approximately 13.5%. Titus is on track and
expected to achieve similar revenue and profitability for FY2020.
As with other acquisitions, Xebec expects that Titus’ growth and
profitability could be improved with product, sourcing and
back-office synergies.
“Over three decades ago I founded The Titus
Company to support local Pennsylvania, New Jersey, and Delaware
companies with their compressed air service needs. We are happy
with what has been achieved to date and it’s time for the company
to enter its next chapter. Titus’ legacy of superior capabilities
in the compressed air industry will continue, and we will begin to
support Xebec’s vision in renewable gases. I am thrilled to be
handing off the company to a cause that can make the world a better
and more sustainable place,” states Stephen Titus, Owner of The
Titus Company.
“Since I started at Titus in 2017, we have made
great progress in growing the business and solidifying Titus’
leadership in the states we operate in. The renewable gas industry
offers an exciting pathway to future growth as we look to retool
and retrain our service technicians to work on renewable natural
gas and hydrogen installations. I believe that we can achieve many
synergies by collaborating with Xebec and having this relationship
in place is important to us,” Sean Dempsey, Chief Executive Officer
at The Titus Company.
“We’re happy to welcome another member to the
Xebec family. Titus has a stellar track record in the compressed
air service industry with several Fortune 500 companies and the U.S
Navy as customers. Their expertise and presence will be helpful in
rounding out our capabilities on the U.S East coast as more
customers explore decarbonization pathways that include renewable
gases,” says Dr. Prabhu Rao, Chief Operating Officer at Xebec
Adsorption Inc.
About
“The Titus
Company”Founded in 1986 by Stephen and
Donna Titus, “The Titus Company” has been in partnership with large
and small companies throughout the Eastern Pennsylvania, Delaware
and New Jersey regions. Wherever compressed air is used, The Titus
Company provides superior expertise and the capability to serve a
wide range of needs from Fortune 500 companies like DuPont and Air
Products and Chemicals, to local businesses like Amish Country
Gazebos and RV Industries. The Titus Company is also the largest
supplier of air dryers to the United States Navy.
Related
links:https://www.xebecinc.com
For more
information:Xebec Adsorption Inc.Brandon
Chow, Investor Relations Managerbchow@xebecinc.com+1 450.979.8700
ext 5762
About Xebec Adsorption
Inc.Xebec is a global provider of gas generation,
purification and filtration solutions for the industrial, energy
and renewables marketplace. Well-positioned in the energy
transition space with proprietary technologies that transform raw
gases into clean sources of renewable energy, Xebec’s 1500+
customers range from small to multi-national corporations,
governments and municipalities looking to reduce their carbon
footprints. Headquartered in Montréal, Quebec, Canada, Xebec has
several Sales and Support offices in North America and Europe, as
well as two manufacturing facilities in Montréal and Shanghai.
Xebec trades on the TSX Venture Exchange under the symbol XBC. For
more information, www.xebecinc.com.
Cautionary
Statement Neither TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in the policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release. This news release contains
forward-looking statements and forward-looking information
(together, “forward-looking statements”) within the meaning of
applicable securities laws. All statements, other than statements
of historical facts, are forward-looking statements, and subject to
risks and uncertainties. Generally, forward-looking statements can
be identified by the use of terminology such as “plans”, “seeks”,
“expects”, “estimates”, “intends”, “anticipates”, “believes”,
“could”, “might”, “likely” or variations of such words, or
statements that certain actions, events or results “may”, “will”,
“could”, “would”, “might”, “will be taken”, “occur”, “be achieved”
or other similar expressions. Forward-looking statements, including
statements concerning future capital expenditures, revenues,
expenses, earnings, economic performance, indebtedness, financial
condition, losses and future prospects as well as the expectations
of management of Xebec with respect to information regarding the
business and the expansion and growth of Xebec operations, involve
risks, uncertainties and other factors that could cause actual
results, performance, prospects and opportunities to differ
materially from those expressed or implied by such forward-looking
statements. Forward-looking statements are subject to business and
economic factors and uncertainties, and other factors that could
cause actual results to differ materially from these
forward-looking statements, including the relevant assumptions and
risks factors set out in Xebec's public documents, including in the
most recent annual management discussion and analysis and annual
information form, filed on SEDAR at www.sedar.com. Furthermore,
should one or more of the risks, uncertainties or other factors
materialize, or should underlying assumptions prove incorrect,
actual results may vary materially from those described in
forward-looking statements or information. These risks,
uncertainties and other factors include, among others, the
uncertain and unpredictable condition of global economy, notably as
a consequence of the Covid-19 pandemic, Xebec’s capacity to
generate revenue growth, the availability to Xebec of financing and
credit alternatives and access to capital, Xebec’s capacity to meet
all its other commitments and business plans, Xebec’s limited
number of customers, the potential loss of key employees, changes
in the use of proceeds relating to the loan, share price
volatility, and other factors. Although Xebec believes that the
assumptions and factors used in preparing the forward-looking
statements are reasonable, undue reliance should not be placed on
these statements, which only apply as of the date of this news
release, and no assurance can be given that such events will occur
in the disclosed times frames or at all. Except where required by
applicable law, Xebec disclaims any intention or obligation to
update or revise any forward-looking statement, whether as a result
of new information, future events or otherwise.
This press release makes reference to certain
non-IFRS measures, such as "EBITDA". These non-IFRS measures are
not recognized measures under International Financial Reporting
Standards ("IFRS") and do not have a standardized meaning
prescribed by IFRS and are therefore unlikely to be comparable to
similar measures presented by other companies. Rather, these
non-IFRS measures are provided as additional information to
complement those IFRS measures by providing further understanding
of our results of operations from management's perspective.
Accordingly, these non-IFRS measures should not be considered in
isolation nor as a substitute for analysis of our financial
information reported under IFRS.
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