Streicher Announces Major Expansion into Lubricant and Chemical Distribution with Agreement to Acquire H&W Petroleum and Harkrid
08 9월 2005 - 9:30PM
Business Wire
STREICHER MOBILE FUELING, INC. (NASDAQ: FUEL and FUELW) (the
"Company"), a leading provider of integrated out-sourced energy and
transportation logistics to the trucking, construction, energy,
chemical and government service industries today announced that it
has agreed to acquire H&W Petroleum Co., Inc. ("H&W"), a
Houston-based marketer and distributor of lubricants, fuels and
petroleum products, with additional operating locations in Lufkin,
Freeport, Waco, Waxahachie and Longview, Texas. The Company also
announced that H&W has agreed to purchase, immediately prior to
its acquisition by the Company, the operating assets of Harkrider
Distributing Co. Inc. ("Harkrider"), a Houston-based business
engaged in the marketing and distribution of dry cleaning solvents,
chemicals and petroleum products. The Company will acquire all of
H&W's capital stock and substantially all of the assets and
related business of Harkrider previously acquired by H&W for a
purchase price of approximately $6.3 million based on a multiple of
4.5 times a projected annualized EBITDA (earnings before interest,
taxes, depreciation and amortization - a non-GAAP financial
measure) of approximately $1.4 million. The purchase price will be
paid by a combination of cash, the assumption of specified
liabilities and the issuance of two year 10% promissory notes,
which are subject to an earn out provision based on the performance
of the combined H&W and Harkrider business after the
acquisition. The price paid for H&W may also be adjusted by
working capital and other closing adjustments, including the effect
of H&W's purchase of a limited amount of Harkrider inventory.
The closing of the transaction is anticipated to occur in September
2005. Founded in 1974, H&W is a major petroleum lubricant
distributor in the United States, delivering nearly 5 million
gallons of lubricants to its customers during its fiscal year ended
June 30, 2005, in addition to almost 18 million gallons of fuel.
Having been a leading distributor of petroleum lubricants for Exxon
Corporation and Exxon/Mobil Corporation for over 31 years, H&W
has recently become one of the largest distributors of the Texaco
line of lubricants and speciality oils for ChevronTexaco USA.
Revenues for H&W during fiscal 2005 were over $51 million.
H&W provides lubricants and fueling services to over 3,800
customers, with its primary emphasis on those companies requiring
large volumes of specialty industrial oils, motor and gear
lubricants and greases subject to rigid technical and performance
specifications. Harkrider has distributed solvents and specialty
petroleum products to dry cleaners and industrial customers in the
Houston, Beaumont and San Antonio areas since 1946. Today, it is
one of the largest dry cleaning solvents distributors in those
Texas markets with annualized revenues of $2.6 million and over 800
customers. Together, H&W and Harkrider will provide the Company
with a combined fleet of 52 specialized lubricant, fuel and
chemical delivery "bobtail" trucks; oil and lubricant flatbed and
box trucks; tanker transports; and related support equipment,
including approximately 200 storage tanks with over 1,200,000
gallons of capacity. The two companies currently employ a total of
75 individuals at their operating locations. The Company plans to
operate H&W as a wholly-owned subsidiary under the H&W
Petroleum name, with the former Harkrider business continuing as
Harkrider Distributing. The Company also intends to combine and
integrate its existing Texas operations with those of H&W
subsequent to the completion of the acquisition. The Company also
announced that on September 1, 2005, it closed a $3.0 million
private debt placement with institutional and other accredited
investors to fund the acquisition, develop its operations and for
other general working capital purposes. The Company issued $3.0
million in 10% five-year Senior Secured Notes that require six
semi-annual payments commencing August 31, 2007 and a 40% balloon
payment on August 31, 2010. In connection with the financing, the
Company also issued four year Warrants to purchase a total of
360,000 shares of the Company's common stock at an exercise price
of $2.28 per share, including customary redemption and registration
rights. Philadelphia Brokerage Corporation acted as placement agent
for the financing. Richard E. Gathright, Chairman and CEO
commented, "The acquisition of H&W represents a decisive step
in the execution of the Company's business plan to expand and
diversify its services, product lines and markets, along with
becoming a major force in the distribution of lubricants. In
addition, we believe that the Harkrider chemical and solvents
business, while relatively small, has excellent growth potential.
We also believe that H&W's established leadership position in
the lubricants market will provide a solid platform for our future
growth in both volume of product delivered and services provided,
strengthening our earnings and cash flow. H&W's strong
relationships with major suppliers of high quality, dependable
lubricants products; its long-standing reputation for superior
service to a broad spectrum of customers who expect reliable
quality performance; and its recognized role as a leader in the
lubricants distribution industry makes this acquisition a
particularly good fit with the Company's objective of
diversification within a broadly defined energy/logistics business
sector." "The H&W acquisition neatly complements our recent
purchase of Shank Services in February 2005. Strong benefits are
expected from the combined group as the operations of the Company
and H&W are integrated and a combined aggressive marketing and
sales effort reaches both existing customers and new market
opportunities." "H&W has a seasoned management team lead by E.
W. "Wayne" Wetzel, a 30-year veteran of the petroleum industry. A
nationally recognized leader in the lubricants field serving on
numerous organization boards and councils, Wayne will join the
Company's senior management team under a long term arrangement as
the President and Chief Operating Officer of H&W and Senior
Vice President of Lubricants. His experience in directing all
phases of H&W's business, his numerous close relationships with
customers, suppliers and vendors and his ability to develop and
implement effective marketing and sales strategies will be
invaluable to the Company in the years ahead as it continues to
build its lubricants distribution program throughout the United
States." Gathright concluded, "The favorable terms of the
financing, including the two-year moratorium on principal payments,
will give the Company flexibility in leveraging its cash flows for
future expansion and the orderly disposition of its long-term
debt." About Streicher Mobile Fueling, Inc. The Company provides
commercial mobile and bulk fueling, lubricant and fuel management
services for vehicle and equipment fleets, as well as short and
long distance specialized heavy and ultra-heavy hauling
transportation and fueling services. Its energy solutions and
fueling alternatives which include the use of the Company's
proprietary electronic fuel tracking system assist fleet managers
in containing the cost of operating their equipment, and alleviate
security and environmental concerns associated with off-site
refueling and on-site storage. The Company conducts operations from
20 locations serving metropolitan markets in California, Florida,
Georgia, Maryland, North Carolina, Pennsylvania, Tennessee, Texas,
Virginia and Washington, D.C. More information on the Company is
available at www.mobilefueling.com. Forward Looking Statements This
press release includes "forward-looking statements" within the
meaning of the safe harbor provision of the Private Securities
Litigation Reform Act of 1995. For example, predictions or
statements of belief or expectation concerning the future
performance of the acquired businesses, the planned diversification
or expansion plans of the Company, the anticipated cost savings or
operating efficiencies from integration of the acquired businesses
and the potential for further growth of the Company, by acquisition
or otherwise, are all "forward looking statements" which should not
be relied upon. Such forward-looking statements are based on the
current beliefs of the Company and its management based on
information known to them at this time. Because these statements
depend on various assumptions as to future events, they should not
be relied on by shareholders or other persons in evaluating the
Company. Although management believes that the assumptions
reflected in such forward-looking statements are reasonable, actual
results could differ materially from those projected. There are
numerous risks and uncertainties which could cause actual results
to differ from those anticipated by the Company, including those
cited in the "Certain Factors Affecting Future Operating Results"
section of the Company's Form 10-K for the year ended June 30,
2004.
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