People Corporation (the "Company") (TSX Venture: PEO) announced
today that it has entered into a definitive agreement to acquire
Alliance Pour La Santé Etudiante Au Quebec Inc. (“ASEQ”), and has
also recently closed the acquisitions of Watermark Benefit
Consulting Inc. (“Watermark”) and ENCOMPASS Benefits & HR
Solutions Inc. (“ENCOMPASS”).
Acquisition of Alliance Pour La Santé Etudiante
Au Quebec Inc.
The Company has entered into a definitive
agreement to acquire ASEQ, a privately-owned benefits
consulting and administration firm focused on post-secondary
students (the “Transaction”). Established in 1996, ASEQ currently
serves approximately 650,000 students through approximately 100
student associations and post-secondary institutions in six
Canadian provinces. The addition of ASEQ to the People Corporation
group of companies establishes the Company as a market leader in
the segment, expanding its current capabilities and enhancing the
Company’s ability to deliver market leading benefit solutions to
post-secondary students. ASEQ’s founder and management team will
continue to run the operations as part of People Corporation, and
ASEQ’s highly talented team of approximately 150 consultants and
staff will continue to provide innovative solutions to
students.
Laurie Goldberg, Executive Chairman and CEO of
People Corporation, commented, “We are very excited to announce the
acquisition of ASEQ, which is a leader in the highly attractive
student benefits sector. ASEQ is a perfect complement to our
existing Gallivan and ACL student-focused operations, establishing
People Corporation as a top national provider of student benefits
solutions. By adding ASEQ to our platform, we have also broadened
our suite of proprietary products and services, enhanced our
national scale and capabilities, and meaningfully grown our market
position in Quebec. We are thrilled to welcome the highly talented
ASEQ team into the People Corporation family.”
People Corporation has agreed to acquire 100% of
the issued and outstanding shares of ASEQ from a group of
shareholders for a purchase price of $56.4 million, subject to
post-closing adjustments. Of the total purchase price, $50.0
million will be paid in cash on closing of the Transaction, and the
remaining $6.4 million will be paid by way of deferred payments
following the second anniversary of the closing, subject to
potential adjustment related to the financial performance of the
business. In addition, ASEQ shareholders may be eligible to receive
additional payments in the four years following closing of the
Transaction should the business exceed certain financial
performance thresholds. The Closing of the ASEQ Transaction, which
is subject to customary conditions, is expected to occur in early
December.
Acquisition of ENCOMPASS Benefits & HR
Solutions Inc.
Based in Kelowna, British Columbia, ENCOMPASS
takes a holistic approach to providing its clients a full suite of
group benefits, group retirement, HR services and health and
wellness solutions. ENCOMPASS’ principal, Bret Loge, will continue
to operate the business as part of People Corporation, and his
talented team will continue to provide extraordinary service and
advice to the company’s clients. The addition of ENCOMPASS will
enhance People Corporation’s national capabilities while continuing
to grow its presence in British Columbia, particularly in the
interior region of the province.
Mr. Goldberg commented, “ENCOMPASS has built a
robust business based on a foundation of stable, long-term client
relationships and exceptional service. The addition of ENCOMPASS to
our national platform will both enhance People Corporation’s
national capabilities and further grow our presence in the Province
of British Columbia. We are very excited to welcome Bret and his
team to the People Corporation group of companies.”
Acquisition of Watermark Benefit Consulting
Inc.
Founded in 1993 and based in Calgary, Alberta,
Watermark specializes in providing employee benefits and group
retirement solutions to companies with international and domestic
operations. Watermark has developed a highly-trusted brand by
providing superior value to its clients in addressing their varying
needs for their global workforces through sophisticated advice on
plan design, client service and access to a broad product
portfolio. Watermark’s founder and principal, Jean Iozzo, will
continue to run the operations as part of the People Corporation
group of companies.
“People Corporation’s offering to
enterprise-sized clients continues to expand, along with the demand
for advice and solutions focused on organizations with
international workforces,” said Mr. Goldberg. “Watermark has
established itself as one of Canada’s top specialists in this area,
and their deep expertise in international benefits will be additive
to our enterprise capabilities. We have known the Watermark team
for many years and I am pleased to welcome them as part of the
People Corporation family.”
Exercise of Accordion Option on Credit
Facility
The Company also announced today that, in
conjunction with these acquisitions, it has exercised the accordion
option on its senior credit facility (the “Facility”) to increase
the size of the Facility by $50 million, to a total of $175 million
overall.
About People Corporation
People is a leading independent national
provider of group benefits, group retirement and human resource
solutions. With over 1,100 talented employees operating through 40
offices across Canada, we serve organizations from coast to coast,
enabled by proprietary technology platforms and solutions. Our
industry and subject matter experts deliver uniquely valuable
insights while customizing our innovative suite of services to the
specific needs of each client. Whatever your sector, whatever your
scale, putting our expertise and proven track record to work will
make a difference to your people and your bottom line.
For more information, please visit
www.peoplecorporation.com.
Forward-Looking Information
This news release contains “forward-looking
statements” within the meaning of applicable securities laws, such
as statements concerning anticipated future events, results,
circumstances, performance or expectations that are not historical
facts. Use of words such as “may”, “will”, “expect”, “believe”,
"intends", "likely", or other words of similar effect may indicate
a “forward-looking” statement. These statements are not guarantees
of future performance and are subject to numerous risks and
uncertainties, including those described in the Company's publicly
filed documents (available on SEDAR at www.sedar.com). Those risks
and uncertainties include the ability to maintain profitability and
manage organic or acquisition growth, reliance on information
systems and technology, reputation risk, dependence on key clients,
reliance on key professionals and general economic conditions. Many
of these risks and uncertainties can affect the Company's actual
results and could cause actual results to differ materially from
those expressed or implied in any forward-looking statement made by
the Company or on its behalf. Given these risks and uncertainties,
investors should not place undue reliance on forward-looking
statements as a prediction of actual results. All forward-looking
statements in this news release are qualified by these cautionary
statements. These statements are made as of the date of this news
release and, except as required by applicable law, the Company
undertakes no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information,
future events or otherwise. Additionally, the Company undertakes no
obligation to comment on analyses, expectations or statements made
by third parties in respect of the Company, its financial or
operating results or its securities.
Investor Relations
Inquiries:
Jonathan Ross, CFA Investor Relations - People
Corporation(416) 283-0178jon.ross@loderockadvisors.com
Dennis Stewner, CPA, CA CFO and COO - People
Corporation(204)
940-3988dennis.stewner@peoplecorporation.com www.peoplecorporation.com
Neither the 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 press release.
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