Andlauer Healthcare Group Announces Closing of Acquisitions of 100% of Boyle Transportation and Remaining 51% of Skelton USA
November 1, 2021
TORONTO, Nov. 1, 2021 /CNW/ – Andlauer Healthcare Group Inc. (TSX: AND) (“AHG” or the “Company“) today announced that it has closed its previously announced acquisitions (the “Acquisitions“) of 100% of T.F. Boyle Transportation, Inc. (“Boyle Transportation“) and 51% of Skelton USA Inc. (“Skelton USA“), increasing AHG’s aggregate ownership of Skelton USA to 100%.
The purchase price for Boyle Transportation was approximately US$80 million (subject to customary purchase price adjustments) and was satisfied through the issuance of 522,116 subordinated voting shares and cash of approximately US$60 million. The purchase price for the 51% interest in Skelton USA was approximately C$50 million and was satisfied through the issuance of 518,672 subordinated voting shares and cash of approximately $25 million. AHG financed the cash portion of the purchase price for the Acquisitions with the proceeds of its recently completed equity offering.
Boyle Transportation provides specialized transportation services to clients in the life sciences and government/defense sectors and Skelton USA specializes in the transportation of refrigerated healthcare products. Boyle Transportation and Skelton USA will join AHG’s comprehensive platform of dedicated healthcare supply chain solutions and will continue to be led by their respective executive leadership teams.
“We are thrilled to be welcoming the Boyle Transportation team to Andlauer Healthcare Group and look forward to continued growth with Skelton USA“, stated Michael Andlauer, Chief Executive Officer of AHG.
“We’re proud to join the Andlauer team,” stated Andrew Boyle and Marc Boyle, Co-Presidents of Boyle Transportation. “As part of the highly regarded AHG platform, we are confident that this strategic move will help Boyle Transportation and AHG deliver a broader suite of services to our valuable clients and apply our expertise on a greater scale.”
“Skelton USA’s relationship with the team at AHG has been exceptional and we look forward to continuing our partnership.” said Ron Skelton, President of the Skelton Companies.
Goodmans LLP acted as legal counsel to AHG, Nutter McClennen & Fish LLP acted as legal counsel to Boyle Transportation and Owens Wright LLP is acting as legal counsel to Skelton USA.
Bengur Bryan & Co., Inc. acted as the exclusive financial advisor to Boyle Transportation.
About Boyle Transportation
Boyle Transportation is a specialized transportation logistics provider delivering exceptional quality, safety and security to select clients in the life sciences and government/defense sectors. Its long-term, exclusive focus on these technical and quality-focused markets is accomplished through stringent quality standards, highly trained and dedicated professionals, and continual investment in technology and equipment. Headquartered in Massachusetts, Boyle Transportation operates throughout the 48 contiguous United States and to/from Canada. For more information on Boyle Transportation, please visit: www.boyletransport.com
About Skelton USA
Skelton USA is an affiliate company of Skelton Canada Inc. and has grown its fleet size to 75 trucks and 100 trailers since its founding in 2017. With its highly specialized validated and qualified equipment, Skelton USA has developed a niche in the transportation of temperature-controlled plasma products and vaccines, as well as temperature sensitive 2° to 8° Celsius medicines. For more information on Skelton, please visit: www.skeltontruck.com
AHG is a leading and growing supply chain management company offering a robust platform of customized third-party logistics (“3PL”) and specialized transportation solutions for the healthcare sector. The Company’s 3PL services include customized logistics, distribution and packaging solutions for healthcare manufacturers across Canada. AHG’s specialized transportation services, including air freight forwarding, ground transportation, dedicated delivery and last mile services, provide a one-stop shop for clients’ healthcare transportation needs. Through its complementary service offerings, available across a coast-to-coast distribution network, the Company strives to accommodate the full range of its clients’ specialized supply chain needs on an integrated and efficient basis. For more information on AHG, please visit: www.andlauerhealthcare.com
Forward Looking Information
This press release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking information”) within the meaning of applicable securities laws, including statements regarding the anticipated benefits of the Acquisitions. In some cases, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “targets”, “expects”, “is expected”, “an opportunity exists”, “budget”, “scheduled”, “estimates”, “outlook”, “forecasts”, “projection”, “prospects”, “strategy”, “intends”, “anticipates”, “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or, “will”, “occur” or “be achieved”, and similar words or the negative of these terms and similar terminology. In addition, any statements that refer to expectations, intentions, projections or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts but instead represent management’s expectations, estimates and projections regarding future events or circumstances.
This forward-looking information is based on our opinions, estimates and assumptions that, while considered by the Company to be appropriate and reasonable as of the date of this press release, are subject to known and unknown risks, uncertainties, and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to: the risk that the acquired companies will not perform in accordance with expectations and past history; the risk that the acquired companies may not be efficiently integrated or that synergies will not be realized; and those other risks discussed in greater detail under the “Risk Factors” section of our Annual Information Form which is available under our profile on SEDAR at www.sedar.com. If any of these risks or uncertainties materialize, or if the opinions, estimates or assumptions underlying the forward-looking information prove incorrect, actual results or future events might vary materially from those anticipated in the forward-looking information. Although we have attempted to identify important risk factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other risk factors not presently known to us or that we presently believe are not material that could also cause actual results or future events to differ materially from those expressed in such forward-looking information.
There can be no assurance that forward-looking statements will prove to be accurate as actual outcomes and results may differ materially from those expressed in these forward-looking statements. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, these forward-looking statements are made as of the date of this news release and, except as expressly required by applicable law, AHG assumes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
All of the forward-looking information contained in this press release is expressly qualified by the foregoing cautionary statements.
SOURCE Andlauer Healthcare Group Inc.
For further information: Peter Bromley, Chief Financial Officer, Tel: (416) 744-4900; Bruce Wigle, Investor Relations, Tel: (647) 496-7856