Winnipeg, Manitoba -- May 29, 2017 -- It may be the single biggest acquisition in the Boyd Group's history. The Winnipeg-based consolidator has just announced it has entered into a definitive agreement to acquire the assets and business of Assured Automotive, which operates 68 collision repair centres in Ontario. Assured Automotive is the single largest operator of non-franchised collision repair centres in Canada, based in Ontario. A statement from the Boyd Group says the acquisition is expected to be immediately accretive to earnings per unit and cash flow per unit.
"The acquisition of Assured is a significant strategic move for Boyd that further positions us as a leading provider of collision repair centres in Canada, and North America," said Brock Bulbuck, CEO of the Boyd Group. "Assured, with its strong management team, well-established culture of operational excellence, strong sales growth and commitment to high quality customer service, is complementary to our existing business and enhances our ability to deliver value to our customers and insurance clients, and, in turn, our unitholders."
Assured's 68 shops include 30 intake centres co-located at automotive dealerships. With the acquisition of Assured, the Boyd Group significantly expands its footprint to 110 locations in Canada and 474 locations across North America. A statement from the Boyd Group says the Assured acquisition provides a market-leading platform for the company in Ontario, Canada's largest market. Under Boyd's ownership, Assured will continue to operate and grow under the Assured brand name and will continue to be led by Desmond ("Des") D'Silva, CEO of Assured, and Tony Canade, President of Assured, who will join Boyd's management team.
"We are looking forward to being part of the Boyd Group, both as part of the leadership team, as well as significant unitholders," added Des D'Silva, CEO of Assured. "The combination of our two market leading companies represents an excellent strategic fit and creates an even stronger industry leader which will be better positioned to grow and to deliver innovative, best-in-class service to insurance clients and vehicle owners across North America."
For the 12 months ended September 30, 2016, Assured reported sales of $141 million, EBITDA of $15.5 million, adjusted EBITDA (normalized for non-recurring expenses) of $17.8 million and net earnings of $9.6 million. For the 12 months ended March 31 2017, Assured reported sales of $150 million and adjusted EBITDA (normalized for non-recurring expenses) of $18.2 million. Post-acquisition synergies are expected to contribute an additional $2.0 million in annual EBITDA.
The transaction is expected to be completed within 60 days, subject to certain closing conditions being fulfilled. The purchase price of $193.6 million, subject to post-closing adjustments, will be funded by way of $146.1 million in cash and $47.5 million in Boyd Group Income Fund units priced at $88.31 per unit. After factoring in the $25.5 million in net present value of future tax benefits, the effective consideration is $168.1 million. The acquisition of four new locations (including two intake centres) added by Assured subsequent to March 31, 2017 will be completed concurrently and will result in incremental purchase price.
On May 26, the Fund increased its existing revolving credit facility to US$300 million, with an accordion feature which can increase the facility to a maximum of US$450 million. The credit facility was facilitated through a syndicate of Canadian and US banks and matures in May 2022. This expanded facility will be drawn on to fund the cash portion of the purchase price. Following the transaction, the Boyd Group will have pro forma net debt to Adjusted EBITDA of approximately 1.5 times, excluding in-the-money convertible debentures.
"It is important to note that Assured, like Boyd, has pursued an aggressive growth strategy, having added 35 locations, including 17 intake centres, since 2011," said Bulbuck. "We expect to combine their leading market position and footprint in Ontario with our resources and acquisition expertise to build new avenues for growth in Canada and the US."