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ABM Industries Incorporated To Acquire OneSource Services, Inc.

SAN FRANCISCO AND BELIZE CITY, BELIZE – ABM Industries Incorporated (NYSE: ABM), a leading facilities services contractor, and OneSource Services Inc. (London AIM: OSS) (“OneSource”) announced today that they have signed a definitive agreement under which ABM will acquire OneSource for $365 million in cash. OneSource provides outsourced facilities services, including janitorial, landscaping, general repair and maintenance and other specialized services, for more than 10,000 commercial, industrial, institutional and retail accounts in the U.S.

The transaction combines two valuable facilities services platforms to create the scale, breadth and financial strength necessary to grow in the increasingly competitive and global service provider marketplace.

“We saw an opportunity to accelerate our growth strategy and we seized it,” said Henrik Slipsager, ABM president and chief executive officer. “Consistent with our long-held commitment to increasing shareholder value, the acquisition of OneSource complements our strategy and further strengthens our growth prospects.”

The transaction, which is subject to regulatory and other customary approvals, is expected to close in November 2007. The agreement has been approved by the boards of directors of both companies. Lord Ashcroft KCMG, OneSource’s Chairman who has an interest in approximately 74 per cent of the issued share capital of OneSource, has signed a resolution approving the transaction. No other shareholder approvals are required.

For the trailing 12-month period that ended June 30, 2007, OneSource’s sales and adjusted EBITDA were approximately $828 million and $8 million, respectively.

“Beginning after closing and continuing over the following year, we expect to drive OneSource’s business to realize operating margins consistent with our janitorial division,” Slipsager said. “Our janitorial division has been ABM’s best and most consistent performer in recent years, and this investment will provide that team a broader base to continue domestic expansion.”

ABM expects to operate the combined company with annual run-rate cost synergies of between $45 and $50 million, which are expected to be fully implemented within 12 months after closing. The company expects to achieve $28 million to $32 million worth of cost synergies in fiscal year 2008, assuming a November 2007 closing. The synergies, which were identified jointly by the two companies, will be achieved primarily through a reduction in duplicative positions and back office functions, the consolidation of facilities and elimination of professional fees and other services.

The company anticipates that the transaction will be accretive to its earnings on a GAAP basis beginning in the second fiscal quarter after closing – excluding one-time implementation costs of between $12 million and $15 million, all of which will be incurred in fiscal year 2008.

ABM expects to realize tax benefits from acquiring net operating loss carry forwards of approximately $195 million and from deducting existing goodwill amortization, together expected to initially total $14 million in annual tax cost savings.

“Importantly, this acquisition solidifies our position domestically,” Slipsager continued. “Clients today are demanding a range of facilities services from a single source and increasingly seek a company with this depth of capabilities within a broad geographic reach. Any company that wants to be a serious player in an increasingly globalized market must have a strong base in the U.S., demonstrated by the entry of several international firms into the U.S. in the last year. We believe that further expanding our domestic base will enhance our ability to compete globally in the coming years.

“We remain committed to providing the best service to our customers, the best value for our shareholders and the greatest opportunities for our employees. OneSource employees are among the best people in the industry, and we anticipate benefiting not just from acquiring OneSource’s business, but also from gaining their world-class personnel. We look forward to working together with our new colleagues,” Slipsager concluded.

Lord Ashcroft said, “This is the right move at the right time for OneSource, our clients and our employees. ABM shares our commitment to world-class facilities services and customer satisfaction, and I am proud that OneSource, which has some of the best people in the business, will play an integral role in making ABM even more competitive in an increasingly globalized market.”

Following completion of the transaction, the combined company will operate under the ABM name. It will provide a full range of services, including janitorial, parking, security, engineering, landscaping and lighting services for commercial, industrial, institutional, and retail facilities for its customers in the United States and Puerto Rico, as well as in British Columbia, Canada.

Lazard Frères & Co. LLC is acting as financial advisor to ABM.

Jones Day is acting as ABM’s legal counsel and Allen & Overy LLP is providing legal counsel to OneSource.

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