TORR Canada to Acquire Norwegian Based Pure Group
Montreal, Canada (ots/PRNewswire)
TORR Canada Inc. (TSX: TOR)
("TORR"), dedicated to providing water treatment to the Oil & Gas
industry, announces today that it has entered into an agreement with
Hitec Vision Private Equity III AS and Statoil Innovation AS to
acquire all the shares of Norwegian-based Pure Group AS, a provider
of leading technologies for oil, gas and water purification.The purchase price of approximately CDN$43.8 million, subject to closing adjustments, will be paid CDN$11 million in cash, CDN$25.5 million through the issuance of 15,419,544 common shares of TORR, priced at CDN$1.65 per share and CDN$7.3 million through the refinancing of an existing loan. The transaction is subject to the usual conditions (including approval by the TSX and the shareholders of TORR) and is expected to close on or about September 30, 2007.
Through its international distribution network, Pure Group AS offers a comprehensive suite of services, solutions and process systems for water, oil and gas separation. Headquartered in Stavanger, Norway, Pure Group AS generated approximately CDN$26.2 million of revenues in 2006 and has subsidiaries in Houston and Kuala Lumpur. With more than 70 employees, Pure Group AS has developed and markets an extensive portfolio of traditional and novel technologies.
"Through the completion of the acquisition of Pure Group AS, TORR will have direct access to a much larger distribution network with solid client relationships," said Alain Ferland, Chief Executive Officer of TORR Canada. "Upon completion of the transaction, the new combined entity with complementary products and services as well as geographical markets will create an attractive platform on which to build significant growth."
"We have established and developed Pure Group to become an important supplier of environmental-friendly solutions for water treatment to the oil and gas industry", says Jofrid Klokkehaug, Vice President in Statoil's unit for industrial development. "We believe that in a global market the merger of Pure and TORR will strengthen the combined company's market presence, and form the basis for even stronger technology development."
"We are very excited to become a significant shareholder of TORR. We believe substantial value will be created by the combination of TORR and Pure Group AS activities" said Finn Ivar Marum, partner at Hitec Vision Private Equity III AS. "We believe that the resulting entity will benefit from experienced management, a strong portfolio of traditional and novel technologies in a fast growing oil and gas market, all within a stronger overall business."
Conference Call & Web Cast Presentation to Discuss Acquisition
Management of TORR Canada will host a conference call to discuss its acquisition of Pure Group AS on July 30th at 8:30 a.m. EST. The conference call, including a slide presentation will also be webcast live at http://www.newswire.ca and archived for 90 days at http://www.torrcanada.com. Participant dial-in numbers are +1-800-731-6941 or +1-416-644-3419. Also, to access the taped replay, please call +1-877-289-8525 or +1-416-640-1917 and enter in reference number 21242281 followed by the number sign.
About TORR Canada Inc.
TORR is dedicated to providing water treatment solutions to the
oil and gas industry. TORR designs, develops, manufactures and
commercializes the TORR(TM) and Reusable Petroleum Absorbent
("RPA(R)") cartridge technologies to separate oil and water in
produced water generated by oil and gas production. For more
information, please visit http://www.torrcanada.com.Forward Looking Statements
Certain statements contained in this press release constitute forward-looking information within the meaning of securities laws.
Implicit in this information, particularly in respect of future operating results and economic performance of TORR are assumptions regarding projected revenues and expenses. These assumptions, although considered reasonable by TORR at the time of preparation, may prove to be incorrect. Readers are cautioned that actual future operating results and economic performance of TORR are subject to a number of risks and uncertainties, including general economic, market and business conditions and could differ materially from what is currently expected.
For more exhaustive information on these risks and uncertainties you should refer to our most recently filed Annual Information Form which is available at www.sedar.com. Forward-looking information contained in this press release is based on management's current estimates, expectations and projections, which management believes are reasonable as of the current date. The reader should not place undue importance on forward-looking information and should not rely upon this information as of any other date. While TORR may elect to, it is under no obligation and does not undertake to update this information at any particular time, unless required by applicable securities law.
For further information:
TORR Canada Inc.
Jacques L. Drouin
Senior Vice-President & CFO
+1-514-522-5550, ext. 226
jdrouin@torrcanada.com
The Equicom Group Inc.
Eric Bouchard
+1-514-844-7997
ebouchard@equicomgroup.comContact:
For further information: TORR Canada Inc., Jacques L. Drouin, Senior
Vice-President & CFO, +1-514-522-5550, ext. 226,
jdrouin@torrcanada.com; The Equicom Group Inc., Eric Bouchard,
+1-514-844-7997, ebouchard@equicomgroup.com