ENTREC Corporation (TSX VENTURE:ENT) ("ENTREC" or the "Company") is pleased to
announce it has closed its acquisition of the Mains Group of Companies ("Mains
Group"). Based in Nisku, Alberta, the Mains Group has been providing crane and
heavy haul transportation services to all major industry sectors throughout
western Canada for 18 years. In 2009, the Mains Group also expanded its
operations through Mains Crane USA to Fargo, North Dakota adjacent to the Bakken
region. 


The Mains Group currently employs approximately 100 employees and operates a
modern, well maintained fleet of cranes and specialized heavy haul
transportation equipment currently valued in excess of $30 million. The Mains
Group operates a crane fleet of over 60 units consisting of rough terrain
cranes, all terrain cranes, crawlers, carry decks and picker trucks. The
transportation fleet includes 42 lines of hydraulic platform trailers, 10 power
units, and approximately 40 conventional heavy haul trailers.


"Our expansion into the crane services market is a key element of our overall
growth strategy," comments Rod Marlin, ENTREC's Chairman and CEO. "The
acquisition of the Mains Group represents a significant step forward for ENTREC
in becoming a leading provider of integrated crane and heavy haul solutions to
our customers throughout North America."


The aggregate purchase price paid on closing was $57.8 million, less finance
leases assumed as at the closing of the transaction. The purchase price paid at
closing consisted of: (i) the issuance of 15,150,000 common shares of ENTREC
issued at a deemed price of $1.35 per share; and (ii) the balance in cash. The
final purchase price remains subject to adjustments based on the Mains Group's
working capital balances as at May 31, 2012. 


Upon closing of the acquisition, ENTREC also granted 15,150,000 common share
purchase warrants (the "Warrants") to the vendors, each Warrant entitling the
holder thereof the right to acquire one common share of ENTREC at an exercise
price of $1.50 per common share at any time from June 1, 2013 to May 31, 2014
(the "Expiry Date"). The holder shall not, at any time, be entitled to exercise
any portion of the Warrants that would result in the holder owning 20% or more
of ENTREC's issued and outstanding common shares. If upon the Expiry Date, any
portion of these Warrants is not exercisable because such exercise would result
in the holder owing 20% or more of ENTREC's issued and outstanding common
shares, then the Expiry Date of such portion of the Warrants shall be extended
by a period of one year, provided that the Expiry Date may not be extended
beyond June 1, 2017.


Preferred Supplier Agreement

In conjunction with the closing of the acquisition of the Mains Group, ENTREC
has entered into long-term renewable services contracts with the Mains Group's
largest clients (the "Preferred Supplier Agreements"). These Preferred Supplier
Agreements have the potential to generate revenue in excess of $100 million over
the initial 5 year term.


Mains Group Financial Performance

ENTREC estimates the Mains Group will generate revenue in excess of $40.0
million and normalized earnings before interest, taxes, depreciation and
amortization exceeding $16.0 million for its 12 month period ending September
30, 2012. However, the anticipated growing demand for cranes and specialized
heavy haul transportation to serve the Alberta oil sands could increase this
amount in the future. 


ENTREC Updates Revenue Guidance for 2012

Based on ENTREC's current expectations for future business activity, and
including the acquisition of the Mains Group just completed, ENTREC estimates
revenue for the year ending December 31, 2012 could exceed $115 million. 


This represents an increase from ENTREC's previous revenue guidance of between
$85 million and $95 million and results primarily from the revenue contribution
related to the acquisition of the Mains Group beginning on June 1, 2012. Due to
continuing strength in ENTREC's expectations for potential project work during
the remainder of 2012, the Company has also removed the ceiling from its revenue
guidance. 


ENTREC Appoints Charles (Chuck) Sanders and Carolyn Mains to Board of Directors

ENTREC is also pleased to announce the appointment of Charles (Chuck) Sanders
and Carolyn Mains to its Board of Directors, effective immediately. 


Chuck Sanders has held the post of Chief Financial Officer with JV Driver Group
since 2008, and previously held the position of Corporate Accountant with JV
Driver Group. Prior to joining the JV Driver team, Chuck was with the firm of
Hill and Partners Chartered Accountants and was part of the audit team for the
JV Driver Group as well as various other clientele of the firm in the
construction, banking and forestry sectors. Chuck is an experienced senior
executive in the construction industry and has extensive financial and industry
experience. Chuck holds the designation of Certified General Accountant, a
Bachelor of Commerce Degree as well as a Business Administration Diploma. Chuck
has also completed extensive Mergers and Acquisition training from the Wharton
Business School at the University of Pennsylvania. 


Carolyn Mains assumed the role of Chairperson for the Mains Group in 2010. With
long experience in the crane and heavy haul transportation industry, Carolyn
brings her expertise and passion for the people of the Mains Group to the ENTREC
Board of Directors to aid in the transition of the Mains Group and contribute to
ENTREC's future success. 


"We are pleased to welcome Chuck and Carolyn to our Board," comments Rod Marlin,
Chairman of ENTREC. "With their significant experience within our industry,
Chuck and Carolyn will bring valuable insight to our Board as we continue to
execute on our growth strategies." 


The Board appointments remain subject to final approval from the TSX Venture
Exchange. 


About ENTREC

ENTREC specializes in the lifting, transportation (over the road and on-site),
loading, off-loading and setting of overweight and oversized cargo for the oil
and gas, construction, petrochemical, mining and power generation industries.
The common shares of ENTREC trade on the TSX Venture Exchange under the trading
symbol "ENT". 


Forward-looking statements

This press release contains forward-looking statements that reflect ENTREC's
current beliefs and that are based on information currently available to ENTREC.
These statements require ENTREC to make assumptions it believes are reasonable
but, as a result of such assumption, such forward-looking statements are subject
to inherent risks and uncertainties. Actual results and developments may differ
materially from the results and developments discussed in the forward-looking
statements as certain of these risks and uncertainties are beyond ENTREC's
control. 


Examples of such forward-looking statements in this press release relate to, but
are not limited to, (i) ENTREC's expectation the Mains Group will generate
revenue in excess of $40.0 million and normalized earnings before interest,
taxes, depreciation and amortization exceeding $16.0 million in the 12 month
period ending September 30, 2012 and that such amounts could increase further in
the future if demand for these services in the Alberta oil sands continues to
grow, (ii) belief ENTREC could earn revenue from the Preferred Supplier
Agreements in excess of $100 million over five years; and (iii) projection that
ENTREC's consolidated revenue for the year ending December 31, 2012 could exceed
$115 million. 


These forward-looking statements rely on certain expectations and assumptions,
including, among others, ENTREC meeting its internal revenue, net income, and
cash flow forecasts in the future. Factors that may negatively impact ENTREC's
ability to achieve these forecasts include, but are not limited to, fluctuations
in the demand for specialized crane and heavy haul transportation services in
the Alberta oil sands region and across western Canada, political and economic
conditions, industry competition, and ENTREC's ability to attract and retain
both customers and key personnel. 


Readers are cautioned not to place undue reliance on these forward-looking
statements, which are given as of the date hereof, and to not use such
forward-looking statements for anything other than their intended purpose.
ENTREC undertakes no obligation to update publicly or revise any forward-looking
statements, whether as a result of new information, future events or otherwise,
except as required by law.


Entrec Corporation (TSXV:ENT)
Historical Stock Chart
From Jun 2024 to Jul 2024 Click Here for more Entrec Corporation Charts.
Entrec Corporation (TSXV:ENT)
Historical Stock Chart
From Jul 2023 to Jul 2024 Click Here for more Entrec Corporation Charts.