ST. PAUL, Minn. - Construction Investment firm ATRM Holdings, Inc. (OTCQX: ATRM), owner of KBS Builders, says it acquired certain assets of EdgeBuilder Wall Panels, Inc., a maker of wood foundation systems, and Glenbrook Lumber & Supply, Inc.
ATRM Holdings also owns Maine Modular Haulers, Inc., a manufacturer of modular housing units for commercial and residential applications.
ATRM says it plans to operate their businesses as wholly-owned subsidiaries EdgeBuilder, Inc. and Glenbrook Building Supply, Inc., to be referred to on a combined basis as EdgeBuilder, and located in Prescott, WI, manufactures and sells prefabricated wall panels for commercial and residential construction applications and permanent wood foundation systems for residential buildings. EdgeBuilder's customers are primarily general contractors located throughout the Upper Midwest.
Glenbrook is a professional lumber yard located in Oakdale, MN and serves the needs of general contractors and building professionals primarily in the Twin Cities metropolitan area, including many EdgeBuilder customers. EdgeBuilder and Glenbrook are located approximately thirty miles from each other and are managed by a common management team, headed by General Manager, Scott Jarchow. Prior to the acquisition, the acquired businesses had common ownership and were operated as a combined business, and their combined sales totaled approximately $14 million in calendar year 2015.
Consideration for the acquisition includes $4 million in cash (including $3 million paid at closing and $1 million in deferred payments to be made in quarterly installments over the next year), and 100,000 shares of ATRM common stock. The purchase agreement also provides for a potential earn-out payment of up to $1 million based upon the amount by which EBGL's gross profit over the next twelve months exceeds a minimum threshold. The cash payment at closing was financed by $3 million of long-term debt financing from Gerber Finance, which also provides ATRM's KBS operations with a working capital line of credit. In addition, ATRM secured a working capital line of credit of up to $3 million from Gerber Finance for EBGL's operations.
"We are excited by the addition of the EBGL businesses, which will complement our existing KBS operations based in Maine," stated Daniel M. Koch, President and CEO of the Company. "They have an impressive list of repeat customers that include some of the largest commercial general contractors in the Upper Midwest. We have retained all employees of the businesses, including all key management personnel. Both of the EBGL businesses are well-managed and profitable, with positive cash flows."
"We are delighted to add these high-quality businesses, employees, and managers to the ATRM family. This transaction is an example of executing our long-term strategy to seek out acquisitions that will increase shareholder value," stated Jeffrey E. Eberwein, Chairman of the Board of Directors of the Company. "We believe the addition of EBGL will be accretive to ATRM. We believe we can grow EBGL's revenues going forward and expect to generate up to 10% of operating profit margins in the future."
ATRM Holdings, Inc. (OTCQX: ATRM), through its wholly-owned subsidiaries KBS Builders, Inc. and Maine Modular Haulers, Inc., manufactures modular housing units for commercial and residential applications. Through its wholly-owned subsidiaries, EdgeBuilder, Inc. and Glenbrook Building Supply, Inc., ATRM also manufactures wall panels, and supplies general contractors with lumber, windows, doors, and other building supplies, used in both residential and commercial construction. ATRM is based in St. Paul, Minnesota, with facilities in South Paris and Waterford, Maine, Oakdale, Minnesota and Prescott, Wisconsin. ATRM's website is www.atrmholdings.com.
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