|By Marketwired .||
|February 9, 2014 12:00 PM EST||
VANCOUVER, BRITISH COLUMBIA -- (Marketwired) -- 02/09/14 -- INTERNATIONAL FOREST PRODUCTS LIMITED ("Interfor" or the "Company") (TSX: IFP.A) announced today that it has reached an agreement with Ilim Timber Continental, S.A. ("Ilim Timber") to acquire Tolleson Ilim Lumber Company ("Tolleson") of Perry, Georgia, USA.
The Tolleson operations include two sawmills in Perry and Preston, Georgia, with a combined annual lumber capacity of more than 400 million board feet(1) plus a remanufacturing facility in Perry, Georgia. The Tolleson mills were recently ranked as the two lowest cost mills in a survey(2) of US southern pine sawmills. In 2013, Tolleson generated adjusted EBITDA(3) of US$37 million on sales of US$134 million.
The Tolleson mills are located within 75 miles of Interfor's operations at Thomaston and Eatonton, Georgia and will create an enhanced platform for Interfor in the US Southeast. It is estimated that the combination of Interfor and Tolleson will generate more than US$5 million in annual synergies through a combination of process optimization, enhancements in logistics and transportation and best-in-class business practices.
Furthermore, the Tolleson mill at Perry has plans underway to increase annualized lumber production by 50 million board feet, beginning in 2015, by upgrading the mill's kilns and increasing the number of operating hours at the facility.
As a result of this transaction, Interfor's annual lumber production capacity will increase by almost 20% to 2.6 billion board feet, placing it in the top five lumber companies in North America. The Company's lumber platform in the US Southeast will total more than 900 million board feet post transaction, representing approximately 35% of the Company's total pro forma capacity.
Following completion, Interfor will work with Ilim Timber to evaluate the potential for various international marketing initiatives including Interfor serving as agent for Ilim Timber's European sales in North America and other potential joint opportunities in China, Japan, the Middle East and elsewhere.
"This transaction represents a significant step for Interfor," said Duncan Davies, Interfor's President and CEO. "The Tolleson mills are a great fit with our operations in the US Southeast and provide a larger footprint on which to build our presence in the region. Even more important, from a financial perspective, the transaction will be immediately accretive to Interfor."
Interfor's consideration for the Tolleson business(4) has been set at US$129.9 million in cash and retained liabilities plus 3.68 million Interfor shares.
On a pro forma basis, Ilim Timber will hold 5.5% of Interfor's outstanding shares which will be subject to customary governance provisions including standstill and lockup arrangements.
As part of the transaction, Ilim Timber will have the right to designate one nominee for election to Interfor's Board of Directors. Ilim Timber's Board nominee will be Mr. Paul Herbert, who retired recently as the Chief Executive Officer of Ilim Group, Russia's largest forestry, pulp and paper company, a joint venture between International Paper Company ("IP"), Ilim Timber's principals and other investors.
Prior to joining Ilim Group in 2007, Mr. Herbert served in a senior executive capacity with IP for more than 20 years. Mr. Herbert studied engineering at East London Polytechnic University in England and later attended Texas A&M for an EMBA.
Mr. Herbert will be appointed to Interfor's Board of Directors on the closing of the transaction and will stand for election at the Company's Annual General Meeting in May.
Rusty Wood, Tolleson's Chief Executive Officer, will remain with Interfor following the transaction in an advisory capacity on matters related to business strategy.
The transaction is structured to allow Interfor to maintain a strong capital structure that will allow it to continue to pursue additional growth initiatives. The Net Debt to Invested Capital will increase from 23% as at September 30, 2013 to approximately 33% on a pro forma basis. In conjunction with the closing of the transaction, Interfor will increase its bank operating lines by $50 million which will provide the Company with approximately $120 million of liquidity on a pro forma basis.
The completion of the transaction is subject to customary conditions and regulatory approvals including the approval of the TSX, and is expected to close in the first quarter of 2014.
This release contains information and statements that are forward-looking in nature, including, but not limited to, statements containing the words "will", "plans" and "is expected" and similar expressions. Such statements involve known and unknown risks and uncertainties that may cause Interfor's actual results to be materially different from those expressed or implied by those forward-looking statements. Such risks and uncertainties include, among others: satisfaction of the conditions to the completion of the Tolleson acquisition in a timely manner, if at all, uncertainties related to the realization of the anticipated benefits of the Tolleson acquisition, general economic and business conditions, product selling prices, raw material and operating costs, changes in foreign-currency exchange rates, and other factors referenced herein and in Interfor's Annual Report and Management Information Circular available on www.sedar.com. The forward-looking information and statements contained in this report are based on Interfor's current expectations and beliefs. Readers are cautioned not to place undue reliance on forward-looking information or statements. Interfor undertakes no obligation to update such forward-looking information or statements, except where required by law.
There will be a conference call on Monday, February 10, 2014 at 8:00 AM (Pacific Time)/11:00 AM (Eastern Standard Time) hosted by INTERNATIONAL FOREST PRODUCTS LIMITED for the purpose of reviewing the announcement. A presentation will be posted to the website for review during the conference call.
The dial-in numbers are 1-866-323-8540 or 416-640-5938. The conference call will also be recorded for those unable to join in for the live discussion, and will be available until February 24, 2014. The numbers to call are 1-866-245-6755 or 416-915-1035, Passcode 461225.
Interfor is a growth-oriented lumber company with operations in Canada and the United States. The Company has annual production capacity of more than 2.2 billion board feet and offers one of the most diverse lines of lumber products to customers around the world. For more information about Interfor, visit the website at www.interfor.com.
(1) Based on normal operating hours and after the effect of upgrading the Perry mill's kilns.
(2) Based on The Beck Group's 2012 Southern Pine Sawmills Competitive Assessment (dated July, 2013) including 24 sawmills located in 8 States.
(3) Adjusted EBITDA excludes the impact of unusual and non-recurring items and accrued long term incentive compensation.
(4) Including working capital of US$7.8 million.
John A. Horning
Senior Vice President and Chief Financial Officer
Martin L. Juravsky
Vice President, Corporate Development and Strategy
"Once customers get a year into their IoT deployments, they start to realize that they may have been shortsighted in the ways they built out their deployment and the key thing I see a lot of people looking at is - how can I take equipment data, pull it back in an IoT solution and show it in a dashboard," stated Dave McCarthy, Director of Products at Bsquare Corporation, in this SYS-CON.tv interview at @ThingsExpo, held November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
Dec. 8, 2016 09:45 PM EST Reads: 1,233
In IT, we sometimes coin terms for things before we know exactly what they are and how they’ll be used. The resulting terms may capture a common set of aspirations and goals – as “cloud” did broadly for on-demand, self-service, and flexible computing. But such a term can also lump together diverse and even competing practices, technologies, and priorities to the point where important distinctions are glossed over and lost.
Dec. 8, 2016 09:15 PM EST Reads: 1,665
What happens when the different parts of a vehicle become smarter than the vehicle itself? As we move toward the era of smart everything, hundreds of entities in a vehicle that communicate with each other, the vehicle and external systems create a need for identity orchestration so that all entities work as a conglomerate. Much like an orchestra without a conductor, without the ability to secure, control, and connect the link between a vehicle’s head unit, devices, and systems and to manage the ...
Dec. 8, 2016 09:15 PM EST Reads: 947
All clouds are not equal. To succeed in a DevOps context, organizations should plan to develop/deploy apps across a choice of on-premise and public clouds simultaneously depending on the business needs. This is where the concept of the Lean Cloud comes in - resting on the idea that you often need to relocate your app modules over their life cycles for both innovation and operational efficiency in the cloud. In his session at @DevOpsSummit at19th Cloud Expo, Valentin (Val) Bercovici, CTO of Soli...
Dec. 8, 2016 08:30 PM EST Reads: 1,883
Complete Internet of Things (IoT) embedded device security is not just about the device but involves the entire product’s identity, data and control integrity, and services traversing the cloud. A device can no longer be looked at as an island; it is a part of a system. In fact, given the cross-domain interactions enabled by IoT it could be a part of many systems. Also, depending on where the device is deployed, for example, in the office building versus a factory floor or oil field, security ha...
Dec. 8, 2016 07:45 PM EST Reads: 313
Amazon has gradually rolled out parts of its IoT offerings in the last year, but these are just the tip of the iceberg. In addition to optimizing their back-end AWS offerings, Amazon is laying the ground work to be a major force in IoT – especially in the connected home and office. Amazon is extending its reach by building on its dominant Cloud IoT platform, its Dash Button strategy, recently announced Replenishment Services, the Echo/Alexa voice recognition control platform, the 6-7 strategic...
Dec. 8, 2016 07:15 PM EST Reads: 374
"Qosmos has launched L7Viewer, a network traffic analysis tool, so it analyzes all the traffic between the virtual machine and the data center and the virtual machine and the external world," stated Sebastien Synold, Product Line Manager at Qosmos, in this SYS-CON.tv interview at 19th Cloud Expo, held November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
Dec. 8, 2016 06:45 PM EST Reads: 949
Without a clear strategy for cost control and an architecture designed with cloud services in mind, costs and operational performance can quickly get out of control. To avoid multiple architectural redesigns requires extensive thought and planning. Boundary (now part of BMC) launched a new public-facing multi-tenant high resolution monitoring service on Amazon AWS two years ago, facing challenges and learning best practices in the early days of the new service. In his session at 19th Cloud Exp...
Dec. 8, 2016 05:45 PM EST Reads: 947
Everyone knows that truly innovative companies learn as they go along, pushing boundaries in response to market changes and demands. What's more of a mystery is how to balance innovation on a fresh platform built from scratch with the legacy tech stack, product suite and customers that continue to serve as the business' foundation. In his General Session at 19th Cloud Expo, Michael Chambliss, Head of Engineering at ReadyTalk, discussed why and how ReadyTalk diverted from healthy revenue and mor...
Dec. 8, 2016 05:45 PM EST Reads: 1,719
As data explodes in quantity, importance and from new sources, the need for managing and protecting data residing across physical, virtual, and cloud environments grow with it. Managing data includes protecting it, indexing and classifying it for true, long-term management, compliance and E-Discovery. Commvault can ensure this with a single pane of glass solution – whether in a private cloud, a Service Provider delivered public cloud or a hybrid cloud environment – across the heterogeneous enter...
Dec. 8, 2016 05:00 PM EST Reads: 1,817
You have great SaaS business app ideas. You want to turn your idea quickly into a functional and engaging proof of concept. You need to be able to modify it to meet customers' needs, and you need to deliver a complete and secure SaaS application. How could you achieve all the above and yet avoid unforeseen IT requirements that add unnecessary cost and complexity? You also want your app to be responsive in any device at any time. In his session at 19th Cloud Expo, Mark Allen, General Manager of...
Dec. 8, 2016 04:45 PM EST Reads: 1,846
Financial Technology has become a topic of intense interest throughout the cloud developer and enterprise IT communities. Accordingly, attendees at the upcoming 20th Cloud Expo at the Javits Center in New York, June 6-8, 2017, will find fresh new content in a new track called FinTech.
Dec. 8, 2016 04:45 PM EST Reads: 2,251
"We are a leader in the market space called network visibility solutions - it enables monitoring tools and Big Data analysis to access the data and be able to see the performance," explained Shay Morag, VP of Sales and Marketing at Niagara Networks, in this SYS-CON.tv interview at 19th Cloud Expo, held November 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA.
Dec. 8, 2016 04:30 PM EST Reads: 388
@DevOpsSummit taking place June 6-8, 2017 at Javits Center, New York City, is co-located with the 20th International Cloud Expo and will feature technical sessions from a rock star conference faculty and the leading industry players in the world. @DevOpsSummit at Cloud Expo New York Call for Papers is now open.
Dec. 8, 2016 04:30 PM EST Reads: 1,972
Keeping pace with advancements in software delivery processes and tooling is taxing even for the most proficient organizations. Point tools, platforms, open source and the increasing adoption of private and public cloud services requires strong engineering rigor - all in the face of developer demands to use the tools of choice. As Agile has settled in as a mainstream practice, now DevOps has emerged as the next wave to improve software delivery speed and output. To make DevOps work, organization...
Dec. 8, 2016 04:15 PM EST Reads: 310