Ballantyne Strong Portfolio Company GreenFirst To Acquire Forest and Paper Products Assets in Ontario and Quebec For $214 Mil...
12 Avril 2021 - 11:12PM
Ballantyne Strong, Inc. (NYSE American: BTN) (the “Company” or
“Ballantyne Strong”) announced that portfolio company GreenFirst
Forest Products Inc. (TSXV: GFP) (“GreenFirst”) has entered into a
binding asset purchase agreement pursuant to which a wholly-owned
subsidiary of GreenFirst has agreed to acquire a portfolio of
forest and paper product assets from Rayonier A.M. Canada G.P. and
Rayonier A.M. Canada Industries Inc., each a subsidiary of Rayonier
Advanced Materials Inc.
Based on GreenFirst’s announcement, the
purchased assets include six lumber mills which are located in
Chapleau, Cochrane, Hearst and Kapuskasing in Ontario, and in Béarn
and La Sarre in Québec, as well as one newsprint mill located in
Kapuskasing, Ontario. The purchased assets have an annual
production capacity of 755 MMFbm and are capable of producing a
wide range of forest products used in residential and commercial
construction, including SPF lumber, wood chips and by-products. The
newsprint mill has an annual production capacity of 205,000
MT/year. Collectively, the purchased assets rank as a top ten
producer of lumber in Canada, based on recent publicly available
industry rankings.
GreenFirst also announced that it intends to
file a prospectus to conduct a backstopped rights offering to
finance a portion of the purchase price for the purchased assets.
GreenFirst intends to issue three rights for each of its
outstanding shares of common stock with each right being
exercisable, at a subscription price of Can$1.50. Ballantyne
Strong current holds approximately 7.0 million common shares in
GreenFirst, which would be expected to result in the receipt of
approximately 21.1 million rights under the proposed rights
offering. In connection with the backstop, Ballantyne Strong
entered into a commitment letter with GreenFirst agreeing to
exercise a minimum of approximately US$1.6 million in the
contemplated rights offering.
Details of the transaction are available on the
GreenFirst Forest Products Inc. press release issued this morning
and available here.
Mark Roberson, Chief Executive Officer of
Ballantyne Strong, commented, “We are very pleased with the
progress that GreenFirst is making driving its growth strategy.
This is a transformative acquisition that will make GreenFirst a
top ten lumber producer in Canada, and we are excited about
GreenFirst’s future as it expands its focused Canadian timber
strategy. Prior to this transaction, Ballantyne Strong had an
approximate $17 million unrealized gain on our investment in
GreenFirst, and we look forward to continuing to participate in
GreenFirst’s growth.”
Kyle Cerminara, Chairman of Ballantyne Strong,
commented, “This is a historic transaction for our strategic
investment in GreenFirst. We believe this transaction will greatly
enhance the value of our strategic investments and we look forward
to benefiting from both cyclical and secular tailwinds in the
forest products industry. We could not be more pleased with the
developments at GreenFirst over the last 12 months.”
About Ballantyne
Strong, Inc.
Ballantyne Strong, Inc.
(www.ballantynestrong.com) is a diversified holding company with
operations and investments across a broad range of industries. The
Company’s Strong Entertainment segment includes the largest premium
screen supplier in the U.S. and also provides technical support
services and other related products and services to the cinema
exhibition industry, theme parks and other entertainment-related
markets. Ballantyne Strong holds a $13 million preferred investment
along with Google Ventures in privately held Firefly Systems, Inc.,
which is rolling out a digital mobile advertising network on
rideshare and taxi fleets. Finally, the Company holds a 30%
ownership position in GreenFirst Forest Products Inc. (TSX: GFP)
which has recently completed an investment in a sawmill and related
assets and a 21% ownership position in FG Financial Group, Inc.
(Nasdaq: FGF) which is implementing business plans to operate as a
diversified insurance, reinsurance and investment management
holding company.
Forward-Looking Statements
Except for the historical information in this
press release, it includes forward-looking statements which involve
a number of risks and uncertainties, including but not limited to
those discussed in the “Risk Factors” section contained in Item 1A
in our Annual Report on Form 10-K for the year ended December 31,
2020, filed with the Securities and Exchange Commission (“SEC”) on
March 10, 2021, the Company’s subsequent filings with the SEC, and
the following risks and uncertainties: the negative impact that the
COVID-19 pandemic has already had, and may continue to have, on the
Company’s business and financial condition; the Company’s ability
to maintain and expand its revenue streams to compensate for the
lower demand for the Company’s digital cinema products and
installation services; potential interruptions of supplier
relationships or higher prices charged by suppliers; the Company’s
ability to successfully compete and introduce enhancements and new
features that achieve market acceptance and that keep pace with
technological developments; the Company’s ability to successfully
execute its capital allocation strategy or achieve the returns it
expects from these investments; the Company’s ability to maintain
its brand and reputation and retain or replace its significant
customers; challenges associated with the Company’s long sales
cycles; the impact of a challenging global economic environment or
a downturn in the markets (such as the current economic disruption
and market volatility generated by the ongoing COVID-19 pandemic);
economic and political risks of selling products in foreign
countries (including tariffs); risks of non-compliance with U.S.
and foreign laws and regulations, potential sales tax collections
and claims for uncollected amounts; cybersecurity risks and risks
of damage and interruptions of information technology systems; the
Company’s ability to retain key members of management and
successfully integrate new executives; the Company’s ability to
complete acquisitions, strategic investments, entry into new lines
of business, divestitures, mergers or other transactions on
acceptable terms, or at all; the impact of the COVID-19 pandemic on
the companies in which the Company holds investments; the Company’s
ability to utilize or assert its intellectual property rights, the
impact of natural disasters and other catastrophic events (such as
the ongoing COVID-19 pandemic); the adequacy of insurance; the
impact of having a controlling stockholder and vulnerability to
fluctuation in the Company’s stock price. Statements in this press
release relating to GreenFirst’s planned acquisition and rights
offering were made based upon public announcements by GreenFirst;
therefore, the Company cannot confirm the accuracy of such
statements or the likelihood of the consummation of the asset
purchase transaction and the planned rights offering. Given the
risks and uncertainties, readers should not place undue reliance on
any forward-looking statement and should recognize that the
statements are predictions of future results which may not occur as
anticipated. Many of the risks listed above have been, and may
further be, exacerbated by the ongoing COVID-19 pandemic, its
impact on the cinema and entertainment industry, and the worsening
economic environment. Actual results could differ materially from
those anticipated in the forward-looking statements and from
historical results, due to the risks and uncertainties described
herein, as well as others not now anticipated. New risk factors
emerge from time to time and it is not possible for management to
predict all such risk factors, nor can it assess the impact of all
such factors on the Company’s business or the extent to which any
factor, or combination of factors, may cause actual results to
differ materially from those contained in any forward-looking
statements. Except where required by law, the Company assumes no
obligation to update, withdraw or revise any forward-looking
statements to reflect actual results or changes in factors or
assumptions affecting such forward-looking statements.
For Investor Relations Inquiries:
Mark Roberson |
John Nesbett / Jennifer Belodeau |
Ballantyne Strong, Inc. - Chief Executive Officer |
IMS Investor Relations |
704-994-8279 |
203-972-9200 |
IR@btn-inc.com |
jnesbett@imsinvestorrelations.com |
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