Mr. Terry Lashman reports
LUXOR CLOSES ACQUISITIONS OF 2 WOOD FRAMING BUSINESSES IN THE US AND CANADA A MILL FRAME LLC AND MILL FRAME INC.
Luxor Industrial Corp. has closed two definitive agreements providing for Luxor's acquisition of two wood framing businesses in the United States and Canada.
In the United States, Luxor has purchased all of the equity interest of Mill Frame LLC, a Washington limited liability company. Luxor is required to issue five million common shares of Luxor upon Mill Frame LLC generating $10-million in net sales and a further five million common shares of Luxor upon Mill Frame LLC generating an additional $10-million in net sales ($20-million in the aggregate). In the past 45 days, Luxor has announced three contracts secured by Mill Frame LLC that have a total value in excess of $5-million (U.S.) or $7-million (Canadian).
In Canada, Luxor has purchased the book business and certain assets of Colt Builders Inc. of Alberta through Luxor's subsidiary Mill Frame Inc. (Newco), which has acquired such assets for 40 per cent of the shares of Newco. Colt has agreed that it will exchange 20 per cent of its Newco shares in consideration for the issuance of five million common shares of Luxor upon Newco generating $10-million in net sales, and will exchange the remaining 20 per cent of its Newco shares to Luxor in consideration for the issuance of an additional five million common shares of Luxor upon Newco generating an additional $10-million in net sales ($20-million in the aggregate). Upon achieving the milestones, Luxor will have the right to 100-per-cent ownership of Newco shares.
Closing of the acquisitions was not conditional upon financing, however, Luxor will be required to provide additional funds in order to execute on its business plan and grow the respective businesses. All of the vendors are arm's-length parties to Luxor.
Steve Conboy, president of Mill Frame, who has over 35 years of experience in the housing construction business, states: "In the summer of 2015, I approached Luxor as a supplier of prefab walls; 10 years ago when the exchange rate was similar we had done some great wood business together in the U.S. This time I saw an opportunity to sell turnkey framing to U.S. builders and took a longer term view to partner up with Luxor. I am proud to join Luxor and its group of seasoned veterans."
John Hunter, president of Colt, has over 30 years of experience in this sector and comments: "Our team in Alberta is pleased to join Luxor. We look forward to providing our many years of experience in turnkey framing to support Luxor's expansion into the United States."
Prior to the above two acquisitions, Luxor has and continues to be involved in the development, engineering, manufacturing and marketing of engineered wood products and operates in the industrial, residential and commercial sectors.
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