BOLTON, Ontario, Oct. 02, 2017 (GLOBE NEWSWIRE) -- Titanium Transportation Group Inc. ("Titanium" or the "Company") (TSX VENTURE:TTR) today announces that it has acquired the shares of Xpress Group ("Xpress"), a van and flatbed carrier based near Windsor, Ontario. Titanium has acquired all the shares of Xpress for cash consideration of approximately $3.1 million, 374,278 common shares valued at $420,000 and the assumption of approximately $5.2 million in debt.
"This is exactly the type of acquisition we have been waiting for," commented Ted Daniel, CEO of Titanium. "Backed by our own recent investments in the Windsor terminal and in BlackBerry Radar, we expect to be able to achieve significant synergies between Titanium and Xpress. In addition, Xpress's customer base complements the cross-border, full-truckload division that we have focused on growing. We are excited and proud to bring the Xpress team into the Titanium fold."
Founded as a flatbed company more than 30 years ago by owner Dave Tracey, Xpress has grown significantly since then, particularly after the addition of its van division in 2008. The company has a well-established customer base in southern Ontario and the U.S. mid-west that predominantly crosses the border and continues to expand.
Mr. Tracey remarked, "In my view, the acquisition represents the best path forward for Xpress, to continue to add value to what we built from the ground up. I am very excited to now be a part of Titanium's growth story."
Titanium funded the acquisition through its operating line. Pro-forma, annual revenue is expected to increase 12% to $140 million and EBITDA is expected to increase 15% to $15 million. The purchase price is subject to working capital adjustments to be calculated in the ordinary course.
Titanium is a leading asset-based transportation and logistics company servicing Canada and the United States, with approximately 450 power units, 1,500 trailers and 550 employees and independent owner operators. Titanium provides truckload, dedicated, and cross-border trucking services, freight logistics, and warehousing and distribution to over 1,000 customers. Titanium is a recognized consolidator of asset-based transportation companies in Ontario, having completed ten asset-based trucking acquisitions since 2011. Titanium has also been ranked by PROFIT magazine as one of Canada's Fastest Growing Companies for nine consecutive years.
NON-IFRS FINANCIAL MEASURES
The following financial measures do not have any standardized meaning under IFRS and may not be comparable to similar measures employed by other companies:
"Earnings before interest, income taxes, depreciation and amortization" ("EBITDA") is calculated as net income before depreciation, amortization, asset impairments, gains or losses on the sale of equipment, finance income and costs, gains or losses on foreign exchange, income tax expense, transaction costs and reverse takeover costs.
Management of the Company believes that these financial measures are useful for investors and other readers, when used in conjunction with other IFRS financial measures, as they are measurers used internally by management to evaluate performance. However, these financial measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of financial performance prepared in accordance with IFRS.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Certain statements contained in this press release constitute forward-looking information within the meaning of Canadian securities laws. Forward-looking statements are provided for the purposes of assisting the reader in understanding Titanium's current expectations and plans relating to the future and readers are cautioned that such statements may not be appropriate for other purposes. Forward-looking information may relate to Titanium's future outlook and anticipated events, including pro-forma and future financial performance of Xpress, future revenue and EBITDA run rates and may also include statements regarding the financial position, business strategy, budgets, litigation, projected costs, capital expenditures, financial results, taxes and plans and objectives of or involving Titanium. Particularly, statements regarding future acquisitions, the availability of credit, performance, achievements, prospects or opportunities for Titanium or the industry in which it operates are forward-looking statements. In some cases, forward-looking information can be identified by terms such as "may", "might", "will", "could", "should", "would", "occur", "expect", "plan", "anticipate", "believe", "intend", "seek", "aim", "estimate", "target", "project", "predict", "forecast", "potential", "continue", "likely", "schedule", or the negative thereof or other similar expressions concerning matters that are not historical facts. For greater certainty and notwithstanding the foregoing, annualized run rate total revenue and EBITDA are not presented herein as forward-looking statements. These annualized figures are based solely on historical data and are included to allow readers to understand the current size of the Company, and should not in any circumstance be construed as projections or forecasts of the Company's future performance.
Information contained in forward-looking statements is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including management's perceptions of historical trends, current conditions and expected future developments, as well as other considerations that are believed to be appropriate in the circumstances. Actual future results of Xpress may differ materially from management's expectations, and while management considers its assumptions to be reasonable based on currently available information, they may prove to be incorrect.
The forward-looking statements made in this press release are dated, and relate only to events or information, as of the date of this press release. Except as specifically required by law, Titanium undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
Titanium Transportation Group Inc.
Kasia Malz, CPA, CA
Chief Financial Officer