TSX: SPF.UN
CALGARY, Dec. 7 /CNW/ - Superior Plus Income Fund (the "Fund") announced today that Superior Plus LP, through its wholly-owned subsidiary Superior Plus US Holdings Inc., has successfully completed the sale of the issued and outstanding shares of JW Aluminum Holding Company ("JWA"), for a total cash consideration of US $310 million (approximately Cdn. $350 million) on a cash and debt free basis to Wellspring Capital Management LLC ("Wellspring"). The intention to sell JWA had been announced in July of 2006 as part of the Fund's strategic plan to use the proceeds to reduce debt levels and focus on its Canadian based businesses. On November 8, 2006, the Fund had announced that it had reached an agreement with Wellspring for the sale of JWA.
JWA is a leading manufacturer of specialty, flat-rolled aluminium products, primarily serving the heating, ventilation and air conditioning, building and construction, and flexible packaging end-use markets in the United States.
Wayne Bingham, Executive Vice-President and Chief Financial Officer of Superior Plus, said, "We are very pleased that the sale of JWA was completed in a prompt and efficient manner and particularly thank management and the employees of JWA for their cooperation and support. The proceeds from the sale will be used to repay debt and will lower senior debt to EBITDA to 1.8 times and total debt to EBITDA to 3.3 times as at September 30, 2006, on a proforma basis adjusted for the disposition of JWA. We continue to deliver on our strategic plan and remain confident that, over time, we will achieve long-term profitability and value based growth."
About the Fund
--------------
Superior Plus Income Fund is a diversified business trust. The Fund holds 100% of Superior Plus LP, a limited partnership formed between Superior Plus Inc., as general partner and the Fund as limited partner. Superior Plus has four Canadian based operating divisions: Superior Propane is Canada's largest distributor of propane, related products and services; ERCO Worldwide is a leading supplier of chemicals and technology to the pulp and paper industries, a regional Midwest supplier of chloralkali products and the third largest producer of potassium products in North America; Winroc is the seventh largest distributor of walls and ceilings construction products in North America; and Superior Energy Management provides fixed price natural gas supply services in Ontario and Quebec.
The Fund's trust units and convertible debentures trade on the Toronto Stock Exchange as follows: Trading Symbol Security Issued and Outstanding ------------------------------------------------------------------------- SPF.un Trust Units 85.5 million SPF.db 8% Debentures, Series 1 $ 8.1 million principal amount SPF.db.a 8% Debentures, Series 2 $ 59.0 million principal amount SPF.db.b 5.75% Debentures $174.9 million principal amount SPF.db.c 5.85% Debentures $ 75.0 million principal amount -------------------------------------------------------------------------
Forward Looking Statements: Except for the historical and present factual information, certain statements contained herein are forward-looking. Such forward-looking statements are not guarantees of future performance and involve a number of known and unknown risks and uncertainties which may cause the actual results of the Superior Plus Income Fund (the "Fund") or its wholly owned partnership, Superior Plus LP ("Superior") in future periods to differ materially from any projections expressed or implied by such forward-looking statements and therefore should not be unduly relied upon. Any forward-looking statements are made as of the date hereof and neither the Fund nor Superior undertakes any obligation to publicly update or revise such statements to reflect new information, subsequent events or otherwise.
Distributable Cash Flow and Other Non-GAAP Measures:
----------------------------------------------------
Distributable cash flow of the Fund available for distribution to Unitholders is equal to cash generated from operations before natural gas customer acquisition costs and changes in working capital, less amortization of natural gas customer acquisition costs and maintenance capital expenditures. Maintenance capital expenditures are equal to capital expenditures incurred to maintain the capacity of Superior's operations and are deducted from the calculation of distributable cash flow. Acquisitions and other capital expenditures incurred to expand the capacity of Superior's operations or to increase its profitability ("growth capital"), are excluded from the calculation of distributable cash flow. Distributable cash flow is the main performance measure used by management and investors to evaluate the performance of the Fund and its businesses. Readers are cautioned that distributable cash flow is not a defined performance measure under Canadian generally accepted accounting principles ("GAAP"), and that distributable cash flow cannot be assured. The Fund's calculation of distributable cash flow, maintenance capital and growth capital may differ from similar calculations used by comparable entities. Operating distributable cash flow is distributable cash flow before corporate and interest expenses. It is also a non-GAAP measure and is used by management to assess the performance of the operating divisions. EBITDA represents earnings before interest, taxes, depreciation and amortization calculated on a 12 month trailing basis giving pro forma effect to acquisitions and divestitures and is used by Superior to calculate its debt covenants and other credit information. Superior's calculation of EBITDA may differ from similar calculations used by comparable entities.