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GLENTEL Inc. agrees to acquire Wireless Zone® - A 428- store Verizon Wireless U.S. retailer

BURNABY, BC, Nov. 27, 2012 /PRNewswire/ - GLENTEL Inc. (TSX: GLN) announced today the signing of a binding agreement through its wholly-owned United States of America subsidiary GLENTEL (USA), Inc. to purchase 100% of the ownership of Automotive Technologies, Inc. ("ATI") dba Wireless Zone®, a 428-store franchise system in the United States that sells Verizon Wireless products and services.

Wireless Zone is one of six exclusive Verizon Wireless National Premium Retailers and is headquartered in Middletown, Connecticut. Founded in 1988 by Russell Weldon and Michael Geer as "The Car Phone Store®," now operating as Wireless Zone, the company has become one of the largest and most respected Verizon Wireless Premium Retailers. GLENTEL owns and operates Diamond Wireless, which is also a Verizon Wireless National Premium Retailer in the United States.

"GLENTEL recently acquired the AMT Group/Allphones in Australia and now we are delighted to welcome Wireless Zone in the United States to our company," stated Thomas Skidmore, GLENTEL's President and Chief Executive Officer. "Wireless Zone has consistently delivered strong growth in sales and profitability. Wireless Zone complements our Diamond Wireless stores with very little store overlap. This acquisition provides us with good concentration of stores in the eastern U.S. states, where more than 65% of the population is situated, and will allow us to accelerate our growth nationally representing Verizon Wireless. The addition of ATI/Wireless Zone brings the total number of locations operated by GLENTEL in Canada, Australia, and the United States to more than 1,180."

Kevin Sinclair has agreed to continue with the company as ATI/Wireless Zone's Managing Director. He has managed the strategic and profitable growth of Wireless Zone for over 18 years. Kevin Sinclair and his senior management team have entered into employment agreements and, for certain consideration, ATI will issue them share equivalent rights which include put and call provisions for an aggregate total of 4.2% of ATI's distributed operating profits.

"We are excited to join a company that shares the same values of quality, service, philanthropy and integrity," stated Kevin Sinclair, ATI/Wireless Zone's Managing Director. "With our joint commitment to the Wireless Zone team members, franchise owners, and retail customers, we are confident that Wireless Zone will help foster and accelerate GLENTEL's growth in the United States. With the backing of a solid public company, we can build our franchise system into a stronger network of retail locations while growing the Wireless Zone brand nationwide."

Wireless Zone has a long-term exclusive agency agreement with Verizon Wireless, operating 409 franchised and 19 corporate stores in 28 States, with 273 stores in the Northeast (Connecticut, Delaware, District of Columbia, Maine, Maryland, Massachusetts, New Hampshire, New Jersey, New York, Pennsylvania, Rhode Island, Vermont and Virginia), 115 stores in the Midwest (Illinois, Indiana, Iowa, Kansas, Kentucky, Pennsylvania, Michigan, Minnesota, Missouri, Ohio, Oklahoma, and West Virginia), and 40 stores in the Southeast (Florida, Georgia, Louisiana, and Texas). Wireless Zone has a focus on growth based on its national contract with Verizon Wireless. Wireless Zone operates as a franchisor registered in all 50 states in the U.S., offering GLENTEL the opportunity to grow Wireless Zone beyond its current base of 28 U.S. states. Diamond Wireless currently operates in 17 states with over 210 corporately owned retail mall-based stores, primarily in the western and southeast regions of the United States and will continue its retail mall expansion plan into the eastern United States.

Transaction Summary

The transaction is expected to close in the next two to four weeks, and is subject to the fulfillment of certain customary conditions. The total purchase price for 100% stock and other consideration is USD $83.3 million, subject to closing adjustments. The purchase price will be funded by GLENTEL's cash, short-term investments, and committed bank debt. Canaccord Genuity acted as exclusive financial advisor to Automotive Technologies Inc. (Wireless Zone).

Financial Highlights

Combined pro forma unaudited trailing twelve-month financial highlights of GLENTEL Inc. in millions of Canadian dollars, inclusive of the recently completed acquisition of Australian-based AMT Group and the pending acquisition of ATI, dba Wireless Zone:

  12-months Ended June 30, 2012
  GLENTEL
Inc.
ATI
Wireless Zone
AMT Group
Allphones
Adjustments Consolidated
Pro Forma
Sales $617.7 $545.8* $167.7 ($28.5) $1,302.7
Normalized net earnings
before amortization,
finance income and
expenses, non-recurring
items, and taxes
$48.6 $15.3 $19.2 ($3.3) $79.8

* Includes a wholesale business that sells mobile phones and other goods and services to its franchisees

The unaudited pro forma financial information reflects pro forma adjustments and expected synergies based on currently available information and assumptions that management of GLENTEL believes provide a reasonable basis for presenting the significant effects of the completion of the share purchase transactions. Adjustments in place adjust results to account for GLENTEL's 83% ownership interest in AMT Group. The above unaudited pro forma consolidated financial information is for informational purposes only and is not necessarily indicative of what the financial position and results of operations would have been had the completion of the acquisitions occurred on or before June 30, 2011 with assumption of 12-month trailing earnings ending June 30, 2012, nor does it purport to be indicative of the financial position as of any future date or results of operations for any future period, nor the financial position as determined under GAAP. Actual figures may differ significantly from those presented above.

About GLENTEL

GLENTEL (TSX: GLN) is the largest independent multi-carrier mobile phone retailer in Canada and a leading provider of innovative and reliable telecommunications services and solutions in North America. Founded in 1963 and headquartered in Burnaby, BC, Canada, GLENTEL comprises four operating divisions - Retail Canada, Retail U.S., Retail Australia and Business - that service thousands of consumers and commercial communications customers. The company currently operates over 750 corporate stores with more than 330 locations in Canada located nationally in retail malls, Costco Wholesale stores, and business centers; more than 210 retail locations in the United States; and more than 210 retail locations in Australia. In addition, Target Canada has licensed the operation of over 125 mobile communications sales and service kiosks within its stores to GLENTEL under the brand Target Mobile®, commencing in 2013. To its business and government customers, GLENTEL offers wireless service, rental equipment, satellite and terrestrial network systems and wireless asset monitoring. GLENTEL offers a choice of network carrier and wireless device or mobile phone to Canadian and Australian consumers and offers the family of wireless products and services of Verizon Wireless as one of its select six National Premium Retailers in the United States. GLENTEL operates its business under the trading names GLENTEL Wireless, WIRELESSWAVE, WAVE SANS FIL, Tbooth Wireless, La Cabine T Sans Fil, WIRELESS etc., SANS FIL etc., Mac Station, Diamond Wireless - a Verizon Wireless National Premium Retailer in the U.S., and Allphones in Australia.

Forward-Looking Statements
Statements in this release relating to matters that are not historical fact are forward-looking statements based on current expectations, forecasts and assumptions that involve risks and uncertainties that could cause actual outcomes and results to differ materially. Factors that could cause or contribute to such differences include, but are not limited to, general economic conditions, changes in technology, reliance on third-party manufacturing, managing rapid growth, limited intellectual property protection, and other risks and uncertainties described in GLENTEL's public filings with securities regulatory authorities.

NO STOCK EXCHANGE, SECURITIES COMMISSION, OR OTHER REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED THE INFORMATION CONTAINED HEREIN.

For a copy of GLENTEL's annual report or for additional information, visit www.glentel.com or www.sedar.com.

 

SOURCE Glentel Inc.

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