MONTREAL, (QC), May 3, 2021 – Xebec Adsorption Inc. (TSX: XBC) (“Xebec”), a global provider of clean energy solutions, is pleased to announce on April 30, 2021, it has closed the acquisition of all the outstanding shares of Tennessee based Nortekbelair Corporation (“Nortec”). Nortec’s principal, Mike Zarif, Ph.D, will remain with Nortec after the acquisition and continue his focus on R&D and product development within the company. With this acquisition, Xebec’s manufacturing footprint will expand with an 18,500 sq. foot facility in Maryville, Tennessee, and will provide the company with key personnel to establish a “Center of Excellence” for its dehydration products comprised of compressed air dryers, renewable natural gas dryers, hydrogen dryers and support its Cleantech Service Network.
Total consideration payable by Xebec is approximately $8.5 million CAD through a combination of cash on hand, of which $2.6 million CAD was paid in cash on closing, and 735,838 common shares of Xebec at a price of $4.385 per common share were issued to the seller. The total consideration is subject to certain holdbacks, adjustments and time-based payments. Nortec had revenues of $4.5 million CAD for FY2020 and as with previous acquisitions, Xebec expects that Nortec’s growth and profitability could be improved with product, sourcing and back-office synergies.
“After spending more than 30 years in the compressed air industry and founding Nortec more than a decade ago, I am excited to be embarking on this journey with Xebec. I believe that our manufacturing capabilities will be valuable as Xebec looks to grow its presence in the United States. I am also looking forward to playing a key technical role in helping the company establish a dedicated center to showcase its expertise as it looks to produce more products in the U.S.,” stated Mike Zarif, Ph.D., President and CEO, Nortekbelair Corporation
“Nortec is a strategic acquisition for us because it will immediately increase our manufacturing capacity. Given the increasing importance of local sourcing and servicing, we are glad to have a manufacturing setup in the United States. Mike and the Nortec team have done an excellent job in growing the business and creating a foundation that will help us bring new products to the U.S market and increase the production of existing ones. I am thrilled that Mike has decided to be a part of the Xebec family and he will play an important role in supporting our future acquisitions,” said Kurt Sorschak, Chairman, President and CEO, Xebec Adsorption Inc.
Nortec was founded in 2008 based on three key pillars of performance: quality, perfection and innovation. Although the company was founded in 2008, Nortec’s origins in the compressed air industry go back several decades. Nortec specializes in compressed air drying and industrial systems, and the company’s systems are used in a broad spectrum of applications, ranging from small shops to major manufacturing plants.
Public Relations for Xebec
Victor Henriquez, Senior Partner
Xebec Adsorption Inc.
Brandon Chow, Director, Investor Relations
+1 450.979.8700 ext 5762
About Xebec Adsorption Inc.
Xebec is a global provider of clean energy solutions for renewable and low carbon gases used in energy, mobility and industry applications. The company specializes in deploying a portfolio of proprietary technologies for the distributed production of hydrogen, renewable natural gas, oxygen and nitrogen. By focusing on environmentally responsible gas generation, Xebec has helped thousands of customers around the world reduce their carbon footprints and operating costs. Headquartered in Québec, Canada, Xebec has a worldwide presence with five manufacturing facilities, eight Cleantech Service Centers and five sales offices spanning over four continents. Xebec trades on the Toronto Stock Exchange under the symbol (TSX: XBC). For more information, xebecinc.com.
This news release contains forward-looking statements and forward-looking information (together, “forward-looking statements”) within the meaning of applicable securities laws. All statements, other than statements of historical facts, are forward-looking statements, and subject to risks and uncertainties. Generally, forward-looking statements can be identified by the use of terminology such as “plans”, “seeks”, “expects”, “estimates”, “intends”, “anticipates”, “believes”, “could”, “might”, “likely” or variations of such words, or statements that certain actions, events or results “may”, “will”, “could”, “would”, “might”, “will be taken”, “occur”, “be achieved” or other similar expressions. Forward-looking statements, including statements concerning future capital expenditures, revenues, expenses, earnings, economic performance, indebtedness, financial condition, losses and future prospects as well as the expectations of management of Xebec with respect to information regarding the business and the expansion and growth of Xebec operations, involve risks, uncertainties and other factors that could cause actual results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements are subject to business and economic factors and uncertainties, and other factors that could cause actual results to differ materially from these forward-looking statements, including the relevant assumptions and risks factors set out in Xebec’s public documents, including in the most recent annual management discussion and analysis and annual information form, filed on SEDAR at www.sedar.com. Furthermore, should one or more of the risks, uncertainties or other factors materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements or information. These risks, uncertainties and other factors include, among others, the uncertain and unpredictable condition of global economy, notably as a consequence of the Covid-19 pandemic, Xebec’s capacity to generate revenue growth, the availability to Xebec of financing and credit alternatives and access to capital, Xebec’s capacity to meet all its other commitments and business plans, Xebec’s limited number of customers, the potential loss of key employees, changes in the use of proceeds relating to the loan, share price volatility, and other factors. Although Xebec believes that the assumptions and factors used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply as of the date of this news release, and no assurance can be given that such events will occur in the disclosed times frames or at all. Except where required by applicable law, Xebec disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.