Xebec Expands Cleantech Service Network with Acquisition of Pennsylvania Based The Titus Company

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Nov 2, 2020

Xebec Expands Cleantech Service Network with Acquisition of Pennsylvania Based The Titus Company

– Fifth acquisition in Xebec’s strategy to rapidly expand its cleantech service offering for renewable natural gas and hydrogen installations in North America –

MONTREAL, (QC), November 2nd, 2020 – Xebec Adsorption Inc. (TSXV: XBC) (“Xebec”), a global provider of clean energy solutions, is pleased to announce it has entered into an agreement effective October 30th, 2020, to acquire all of the outstanding shares of “The Titus Company” (Titus). Titus’ principals will remain with Titus after the acquisition to optimize their integration into Xebec’s Industrial Service and Support business and to grow the operation over the coming years. With this acquisition, Xebec’s Cleantech Service Network (CSN) coverage will increase to include Eastern Pennsylvania, Delaware and New Jersey.

Total consideration payable by Xebec is approximately $8.0M, subject to certain holdbacks, adjustments and time-based payments. Titus had revenues of $12.3 million for FY2019 with an EBITDA margin of approximately 13.5%. Titus is on track and expected to achieve similar revenue and profitability for FY2020. As with other acquisitions, Xebec expects that Titus’ growth and profitability could be improved with product, sourcing and back-office synergies.

“Over three decades ago I founded The Titus Company to support local Pennsylvania, New Jersey, and Delaware companies with their compressed air service needs. We are happy with what has been achieved to date and it’s time for the company to enter its next chapter. Titus’ legacy of superior capabilities in the compressed air industry will continue, and we will begin to support Xebec’s vision in renewable gases. I am thrilled to be handing off the company to a cause that can make the world a better and more sustainable place,” states Stephen Titus, Owner of The Titus Company.

“Since I started at Titus in 2017, we have made great progress in growing the business and solidifying Titus’ leadership in the states we operate in. The renewable gas industry offers an exciting pathway to future growth as we look to retool and retrain our service technicians to work on renewable natural gas and hydrogen installations. I believe that we can achieve many synergies by collaborating with Xebec and having this relationship in place is important to us,” Sean Dempsey, Chief Executive Officer at The Titus Company.

“We’re happy to welcome another member to the Xebec family. Titus has a stellar track record in the compressed air service industry with several Fortune 500 companies and the U.S Navy as customers. Their expertise and presence will be helpful in rounding out our capabilities on the U.S East coast as more customers explore decarbonization pathways that include renewable gases,” says Dr. Prabhu Rao, Chief Operating Officer at Xebec Adsorption Inc.

About “The Titus Company”
Founded in 1986 by Stephen and Donna Titus, “The Titus Company” has been in partnership with large and small companies throughout the Eastern Pennsylvania, Delaware and New Jersey regions. Wherever compressed air is used, The Titus Company provides superior expertise and the capability to serve a wide range of needs from Fortune 500 companies like DuPont and Air Products and Chemicals, to local businesses like Amish Country Gazebos and RV Industries. The Titus Company is also the largest supplier of air dryers to the United States Navy.

Related links:
https://www.xebecinc.com

For more information:
Xebec Adsorption Inc.
Brandon Chow, Investor Relations Manager
bchow@xebecinc.com
+1 450.979.8700 ext 5762

About Xebec Adsorption Inc.

Xebec is a global provider of gas generation, purification and filtration solutions for the industrial, energy and renewables marketplace. Well-positioned in the energy transition space with proprietary technologies that transform raw gases into clean sources of renewable energy, Xebec’s 1500+ customers range from small to multi-national corporations, governments and municipalities looking to reduce their carbon footprints. Headquartered in Montréal, Quebec, Canada, Xebec has several Sales and Support offices in North America and Europe, as well as two manufacturing facilities in Montréal and Shanghai. Xebec trades on the TSX Venture Exchange under the symbol XBC. For more information, www.xebecinc.com.

Cautionary Statement

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. 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.

This press release makes reference to certain non-IFRS measures, such as “EBITDA”. These non-IFRS measures are not recognized measures under International Financial Reporting Standards (“IFRS”) and do not have a standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other companies. Rather, these non-IFRS measures are provided as additional information to complement those IFRS measures by providing further understanding of our results of operations from management’s perspective. Accordingly, these non-IFRS measures should not be considered in isolation nor as a substitute for analysis of our financial information reported under IFRS.


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