Napier to buy private company
biz.yahoo.com
Monday June 21, 7:48 am Eastern Time
(Full text of press release from Canadian Corporate News)
JUNE 18, 1999
Napier Signs Agreement to Acquire Bio-Wash Products Inc.
VANCOUVER, BRITISH COLUMBIA--Napier International Technologies Inc. (NIR.TSE) is pleased to announce that it has signed a purchase agreement to acquire 100 percent of Bio-Wash(r) Products (Canada) Inc., a privately held British Columbia based company.
This strategic acquisition will complete a perfect marriage of product lines, marketing teams, management and development teams, dramatically enhancing Napier's competitive positioning in the chemical refurbishing and refinishing industry and simultaneously launching the company into the multi-billion dollar coatings industry. With the addition of $6.5 million in projected sales for Bio-Wash and Napier's sales expected to surpass all previous levels this quarter, management anticipate the combined cash flows to post dramatic gains and profitability.
Bio-Wash(r) Products (Canada) Inc. is a manufacturer of environmentally-friendly waterborne wood coatings and paint and woodstain strippers which far exceed pending EPA regulations. The company has been responsible for creating new niche markets in this field and is considered throughout the industry to be on the leading edge of waterborne, non-solvent technology.
This new technology is of great interest to some of the largest coatings manufacturers in the world and as a result Bio-Wash has recently entered into distribution and manufacturing agreements to provide Benjamin Moore USA and Canada with its products for wood restoration, stripping and preparing. These restoration products will be made available to all of its 5,000 plus dealers. The opening orders were valued well in excess of $1,000,000 Cdn. Sherwin Williams Canada has also signed a contract for products to be sold throughout its entire network of dealers and customers it supplies in Canada such as Home Hardware, Wal Mart and The Home Depot.
The Bio-Wash(r) products are designed to replace existing hazardous products and develop new technology in identified targeted markets where substantial market opportunities exist. The main focus of the company is the wood market, which is becoming a major component of the world wide coatings industry with growth rates in the double digits.
Maintenance of wood decks alone, is now estimated at US$1,000,000,000 annually. There are over forty million existing wood decks in the US market alone, with 3 million additional decks built annually. Bio-Wash(r) has designed a totally waterborne wood care system for the restoration of weathered wood decks to like-new condition and the ability to protect its renewed natural beauty with a clear coating that can be applied to the damp cleaned or stripped wood that same day. The coating, called Natural Deck Oil, protects the natural beauty of the wood from the damaging effects of ultra violet rays and water while offering ease of use and safety to the consumer. It is the first non-toxic water borne deck and wood finish in the Paint Industry.
There are over 25,000 wood frame and log homes now manufactured in North America annually and for this market Bio-Wash has developed and tested Supernatural(r). This is the first coating of its kind which is suitable for use inside and outside the log home. Its application can be used from wood floors to window frames; it is ideal for any wood surface. It is non-toxic and fast drying with easy water clean-up while being heat and chemical resistant. Supernatural(r) can be tinted or used perfectly clear as it is the first coating ever developed which stops 100 percent of the sun's damaging Ultra Violet rays. Its use is being widely accepted in this market segment.
The superior performance of the ''Total Wood Care Systems'' Bio-Wash(r) manufactures won the approval of Wattyl US for distribution to their entire dealer network. Wattyl is a major international coatings manufacturer and has an extensive line of their own wood finishing products. Other major paint companies such as Rodda Paint, Parker Paint, General Paint, Miller Paint, Cloverdale Paint, Glidden Paint, Fuller O'Brien Paint, Duron Paint and many others have begun to carry the Bio-Wash(r) products or are in the process of negotiating distribution agreements.
Bio-Wash(r) has had great success in the Canadian market over the past seven years. Customers such as Revy Home and Garden, Timber-Mart and Lansing now carry an extensive range of the products in their stores. The focus is now on the US and international markets. The company just received its first container order for the UK and Australia. Test markets with some of the largest Home Improvement Center companies are being negotiated in the US market.
The acquisition of Bio-Wash will see Napier issue 8 million comon shares and 1 million warrants to purchase common shares for a two year period at $1.42. Napier will also pay $3.0 million to the shareholders of Bio-Wash which funds must be raised by Napier within a 90 day period. The acquisition is subject to completing this financing and regulatory approval.
The experienced management team of Bio-Wash will play an integral role in building the future of the combined entities. Peter Palkovsky, President of Bio-Wash, will become a Director and Officer of Napier at the time of closing. Mr. Brian Morse, V.P. of Production and Research and Development at Bio-Wash is recognized as one of the leading developmental chemists in North America and will be appointed a Director and Officer of Napier, providing excellent depth to the technical strength already in Napier.
The coming together of these two entities will immediately open access and opportunities for the new product lines to penetrate the others marketing channels. Bio-Wash is anticipated to generate $6.5 million in sales this year compared to $3.9 million in sales last year and was significantly profitable at that level.
For more information on Bio-Wash(r), please visit the company's internet home page at www.biowash.com.
ON BEHALF OF THE BOARD OF DIRECTORS Bradley T. Aelicks, President/Director
FOR FURTHER INFORMATION PLEASE CONTACT:
Napier International Technologies Inc. Jason Cubitt (604) 801-6664 (604) 685-9744 (FAX) Website: www.napierintl.com or Napier International Technologies Inc. Greg Thomas (604) 801-6664 (604) 685-9744 (FAX)
The Toronto Stock Exchange neither approves nor disapproves the contents of this news release which was prepared solely at the discretion of management. |