"AGI Food has grown rapidly over the past several years as we brought together an outstanding team that delivers a unique combination of design, supply, and project management to food processors globally," noted
Consideration for the transaction includes an upfront purchase price of
The transaction will be funded primarily through AGI's senior debt facilities.
AGI Company Profile
AGI is a provider of solutions for global food infrastructure including seed, fertilizer, grain, feed, and food processing systems. AGI has manufacturing facilities in
Non-IFRS Measures
References to "adjusted EBITDA" are to the unaudited earnings of Eastern before income taxes, finance costs, depreciation, and amortization. Adjusted EBITDA is a non-standardized financial measure that is not calculated or presented in accordance with International Financial Reporting Standards ("IFRS"). Adjusted EBITDA includes normalizations related to the
In addition, the financial information in this news release relating to Eastern's revenue and adjusted EBITDA is derived from Eastern's financial statements, which are prepared in accordance with Canadian generally accepted accounting principles for private enterprises, which differ in some material respects from IFRS, and accordingly may not be comparable to the financial statements of AGI or other Canadian public companies.
Forward-looking Information
This press release contains forward-looking statements and information (collectively, "forward-looking information") within the meaning of applicable securities laws that reflect our expectations regarding the future growth, results of operations, performance, business prospects, and opportunities of the Company and Eastern. All information and statements contained herein that are not clearly historical in nature constitute forward-looking information, and the words "anticipate", "estimate", "believe", "continue", "could", "expects", "intend", "plans", "will", "may" or similar expressions suggesting future conditions or events or the negative of these terms are generally intended to identify forward-looking information. Forward-looking information involves known or unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information. In addition, this press release may contain forward-looking information attributed to third party industry sources. Undue reliance should not be placed on forward-looking information, as there can be no assurance that the plans, intentions, or expectations upon which it is based will occur. In particular, the forward-looking information in this press release includes information relating to our business and strategy, including with respect to our ability to achieve the expected benefits of the acquisition of Eastern and the contribution therefrom including our expectations that the newly expanded Food platform team will drive strong revenue synergies as Eastern is integrated into our Food platform and that Eastern and our overall Food platform will continue to grow and at an accelerated pace. Such forward-looking information reflects our current beliefs and is based on information currently available to us, including certain key expectations and assumptions concerning: the anticipated impacts of the COVID-19 pandemic on our business, operations and financial results; future debt levels; anticipated grain production in our market areas; financial performance; the financial and operating attributes of Eastern and the anticipated future performance thereof and contributions therefrom; business prospects; strategies; product and input pricing; regulatory developments; tax laws; the sufficiency of budgeted capital expenditures in carrying out planned activities; political events; currency exchange and interest rates; the cost of materials; labour and services; the value of businesses and assets and liabilities assumed pursuant to the Eastern acquisition; the impact of competition; the general stability of the economic and regulatory environment in which the Company and Eastern operate; the timely receipt of any required regulatory and third party approvals; the ability of the Company to obtain and retain qualified staff and services in a timely and cost efficient manner; the timing and payment of dividends; the ability of the Company to obtain financing on acceptable terms; the regulatory framework in the jurisdictions in which the Company operates; and the ability of the Company to successfully market its products and services. Forward-looking information involves significant risks and uncertainties. A number of factors could cause actual results to differ materially from results discussed in the forward-looking information, including the effects of global outbreaks of pandemics or contagious diseases or the fear of such outbreaks, such as the recent COVID-19 pandemic, including the effects on the Company's operations, personnel, and supply chain, the demand for its products and services, its ability to expand and produce in new geographic markets or the timing of such expansion efforts, and on overall economic conditions and customer confidence and spending levels, changes in international, national and local macroeconomic and business conditions, as well as sociopolitical conditions in certain local or regional markets, weather patterns, crop planting, crop yields, crop conditions, the timing of harvest and conditions during harvest, the ability of management to execute the Company's business plan, seasonality, industry cyclicality, volatility of production costs, agricultural commodity prices, the cost and availability of capital, currency exchange and interest rates, the availability of credit for customers, competition, AGI's failure to achieve the expected benefits of the Eastern acquisition including to realize anticipated synergies; changes in trade relations between the countries in which the Company does business including between
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1 See "Non-IFRS measures" |
SOURCE
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