Business
Frontier Acquisition Corp. Announces Proposed Qualifying Transaction Comprised of the Acquisition of the Tuccaro Group, an Oil Sands Services Group of Companies
CALGARY, Aug. 1, 2012 /CNW/ - Frontier Acquisition Corp. (TSX-V: FFF.P) (the " Corporation ...
About this update from 55 North Mining Inc.
[{"type":"text","content":"\n\n\n\n\n\nCALGARY, Aug. 1, 2012 /CNW/ - Frontier Acquisition Corp. (TSX-V: FFF.P)\n (the \"Corporation\" or \"Frontier\") is pleased to announce that on August 1, 2012 it entered into a\n definitive arms-length agreement (the \"Agreement\") with Tuccaro Inc. (\"Tuccaro\"), Neegan Development Corporation Ltd. (\"Neegan Development\"), Tuc's Contracting Ltd. (\"Tuc\"), Neegan Technical Services Ltd. (\"Neegan Technical\") and Water Pure & Simple (Fort McMurray) Ltd. (\"WPS\" and together with Tuccaro, Neegan Development, Tuc and Neegan\n Technical, the \"Tuccaro Group\") and David Tuccaro, the sole shareholder of each of the Tuccaro Group\n entities, pursuant to which the Corporation will acquire all of the\n issued and outstanding shares of the Tuccaro Group entities (the \"Transaction\"). The Tuccaro Group carries on maintenance, repair and operating\n industrial services businesses in support of the oil sands industry in\n and around Fort McMurray, Alberta. Pursuant to the Agreement, the\n Corporation will acquire all of the issued and outstanding shares of\n the Tuccaro Group for an aggregate purchase price of $102,356,000,\n subject to adjustment, payable by the Corporation through the issuance\n of $20,471,200 of common shares in the capital of the Corporation at\n the Offering Price (as defined below) and approximately $81,884,800 in\n cash. The purchase price was determined using a 5x multiple of the\n combined, Adjusted EBITDA of the Tuccaro Group. In addition, Frontier\n will acquire the combined operation with sufficient working capital to\n continue operations and on a debt free basis. Following completion of\n the Transaction, each of the Tuccaro Group entities will become\n wholly-owned subsidiaries of Frontier (together, the \"Resulting Issuer\").\n\n\nConcurrent with, and as a condition of, the Transaction, the Corporation\n intends to complete a brokered prospectus offering of subscription\n receipts on a \"commercially reasonable efforts\" basis for aggregate\n gross proceeds of approximately $90,000,000 (the \"Offering\").\n\n\nThe Transaction is subject to the approval of the TSX Venture Exchange\n (the \"Exchange\") and the policies of the Exchange relating to qualifying transactions,\n as well as shareholder approval of the Tuccaro Group. The Transaction,\n when completed, will constitute the qualifying...