SOURCE: Enpar Technologies Inc.

A Company Specializing in Environmental Protection and Remediation Technologies

October 10, 2017 13:14 ET

ENPAR Technologies Inc. to Acquire Pumptronics Incorporated

Private Placement of up to $5,000,000

GUELPH, ON--(Marketwired - October 10, 2017) - ENPAR Technologies Inc. (TSX VENTURE: ENP) ("ENPAR" or "the Company" or "the Corporation") is pleased to announce that it has entered into a Binding Letter of Intent with the owners of Pumptronics Incorporated ("Pumptronics") to acquire 100% of the issued share capital for a transaction value equal to $3,000,000, which is comprised of $1,200,000 cash payment and 12,000,000 common shares of ENPAR Technologies Inc. ENPAR has agreed as a demonstration of its commitment to the transaction, to provide an advance payment of $100,000 to Pumptronics. No finder's fee will be issued in conjunction with the acquisition of Pumptronics.

Pumptronics Incorporated, a privately held Ontario-based corporation, is an integrated pump station manufacturer specializing in custom design and automation with projected growth for 2018 and 2019 and a robust sales pipeline.

Pumptronics was founded in 1989, with a team dedicated to understanding pumps and fluid mechanics, and a recognition that the consumer companies were relying on standard pump solutions that generally did not meet their needs. Pumptronics was founded to develop better approaches for moving liquids more easily, reliably and economically.

Pumptronics' goal is to create truly customized pumping solutions that not only meet the customer's needs, but also reduce operating and labor maintenance costs, and optimize performance in a cost effective manner. The company designs, engineers and manufactures the pumping solutions, and provides the onsite installation and support essential for optimal performance of the pumping stations.

Pumptronics services the municipal, commercial, oil & gas, mining and golf & turf markets, and provides other customized solutions. Pumptronics has provided innovative solutions to notable clients such as, Schedule I banks, national corporations, large institutions and cities throughout Canada.

"We are pleased to announce this proposed acquisition, which is fully aligned with our growth strategy of coupling a strong baseline revenue stream with significant growth potential, and blue-sky technology sales withan commensurate appreciation of shareholder value. By combining two highly complementary businesses, we will increase our depth and breadth of technical services and manufacturing capabilities," said Dr. Gene Shelp, President & CEO. "We will also capitalize on increased cross-selling to create new revenue growth and development opportunities in key geographies. The combined talents of the two companies will enhance our ability to succeed in existing markets and to identify and exploit new markets."

Business Rational

ENPAR's corporate success lies in the successful commercialization of its disruptive electrochemical water treatment technologies. Since 2015, the company has aggressively launched its technologies in favourable geographical regions of the globe via strategic partnerships. Pumptronics has 28 years of commercial industry experience, a robust sales pipeline and operational processes, which are of considerable value to the ENPAR team. Merging the two companies offers the following synergies:

  • Sales: both companies have sales potential or existing clients in the oil & gas, municipal, commercial and mining markets; these markets provide opportunities for co-selling and co-development of new products/sales.
  • Finance: blending the companies provides the opportunity to share financial staff resources and to add a senior financial resource (Chief Financial Officer), thereby increasing the financial oversight.
  • Automation: both companies have automation and programming staff, whose intellectual capital can be expanded to enhance the development of cross-market solutions for clients.
  • Manufacturing: adding manufacturing volume can create efficiencies in production and streamline processes for both companies, and enable ENPAR, in particular, to advance more quickly along the commercialization grid.
  • Service: Pumptronics has a full service team, which is a critical selling feature in both companies; this team can install and service water treatment/pumping solutions for both companies, thereby supporting sales and creating operational efficiencies.
  • Capital Markets and Expansion: Having senior personnel with extensive financial acumen, together with an established broker and institutional network in Canada and the USA, facilitates access to capital markets for expansion activities within North America and internationally.
  • Excellent Investment Opportunity: growing recurring revenue stream, coupled with sales of blue-sky technology, represents an attractive investment opportunity.

Acquisition Financing - Private Placement of Common Shares of ENPAR Technologies Inc.

Concurrently with the announcement of the acquisition, ENPAR Technologies Inc. will proceed with a private placement to raise a maximum total proceeds of $5,000,000. Subscription Units (the "Units") will be offered at a minimum price of $0.15 per Unit. Each Unit will be comprised of one Common Share in the capital stock of the Corporation and a one-half share Purchase Warrant ("Warrant"), which is exercisable for a period of two (2) years from the date of closing. A full Warrant will entitle the holder to purchase one additional Common Share at a minimum exercise price of $0.25 per share.

The proceeds of this offering will be used to acquire Pumptronics and for sales/marketing and manufacturing initiatives, and general working capital.

The proceeds from the Offering will be held in escrow pending the completion of the acquisition. Upon completion of the acquistion, the net proceeds will be released to the Corporation and each holder of a Subscription Unit will receive, without additional consideration and without further action, one common share of ENPAR Technologies Inc. (the "Common Shares") and a corresponding Purchase Warrant for each Subscription Unit held upon closing of the acquisition.

If the proposed acquistion fails to close within an agreed time or if the Corporation announces to the public that it does not intend to proceed with the acquisition, the holders of Subscription Receipts will receive a cash payment equal to the final Subscription Unit price.

The issuance of the Subscription Units and underlying Common Shares pursuant to the Offering are subject to customary approval of the TSX Venture Exchange. Closing of the Offering is expected to occur on or about November 30, 2017.

About ENPAR Technologies Inc.

ENPAR is a "Technology Company" applying its patented and proprietary "Electrochemical Technologies" to the treatment of waste water, desalination water and drinking water contaminated by metals or nutrients, i.e., nitrate/ammonia associated with the mining, metal processing, chemical, agricultural, municipal and waste management sectors. The common shares trade on Tier ll of the TSX Venture Exchange under the symbol "ENP".

About Pumptronics Incorporated

Pumptronics (www.pumptronics.com) is a Canadian leader in providing customized pumping solutions for Commercial Rain Water Harvesting, Storm-water Harvesting Stations, Municipal Parks and Recreation Irrigation, Agricultural Irrigation, Golf Course & Turf Irrigation, and Water Transfer for the Oil and Gas Sector.

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

Forward Looking Statements

This news release contains forward-looking statements within the meaning of the "safe harbour" provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties and other factors that may cause ENPAR Technologies Inc. results to differ materially from expectations. These include risks relating to market fluctuations, property performance and other risks. These forward-looking statements speak only as of the date hereof. Certain statements contained in this press release and in certain documents incorporated by reference into this press release constitute forward-looking statements. The use of any of the words "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "believe" and "confident" and similar expressions are intended to identify forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. ENPAR believes that the expectations reflected in those forward-looking statements are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements included in, or incorporated by reference into, this press release should not be unduly relied upon. These statements speak only as of the date of this press release. ENPAR undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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