Smartcool Closes Total Energy Concepts Acquisition
August 28, 2018
Smartcool Systems Inc. (TSX.V: SSC; OTC: SSCFF; FSE: R3W) (“Smartcool” or the “Company”) is pleased to announce that it has received final TSXV approval and final documents, and has now closed the acquisition of Total Energy Concepts Inc. (“TEC”), originally announced on March 13, 2018 and amended on June 19, 2018.
“This closing marks a growth catalyst for Smartcool and allows us to continue rapid revenue growth with an expanded product offering. As temperatures and energy costs rise, our products will become even more critical,” said Smartcool CEO Ted Konyi. “The synergies from this acquisition create significant worldwide revenue opportunities.”
This acquisition marks a significant expansion of Smartcool’s suite of energy efficiency products, and the launch of its new strategic energy efficiency solutions offerings in Europe, the Middle East, North America and the Caribbean.
Minnesota-based TEC has been in business since 2003. Damian Smith, President and Chief Executive Officer of TEC, has successfully grown the company and developed proprietary products used by over 10,000 client groups such as McDonalds, Archdiocese of Chicago, Berge Auto Group and schools and municipalities throughout the Midwest.
These include Power Factor Correction equipment (PFC), Voltage Conditioning Units (VCU) and Intelligent Generator Optimization Systems (IGOS). In addition to these proprietary products, TEC markets a host of energy efficiency products to provide clients a holistic approach to energy savings in an effort to help clients reduce energy consumption and save money.
As previously announced TEC’s financial statements for the year ended December 31, 2017 show revenues of US$2,012,278 (CDN$2,656,207). The parties have agreed to fix an ‘effective date’ for closing of April 1, 2018 and revenues to Smartcool will be reported accordingly from that date.
Smartcool will acquire 100% of the outstanding shares of TEC in return for 18,000,000 common shares of Smartcool (“Smartcool Shares”) and 5,000,000 non-transferable share purchase warrants (each, a “Warrant”) to be issued to Damian Smith at closing, and US$150,000 in cash payable over 12 months from the closing date. Each Warrant will entitle Mr. Smith to purchase one additional Smartcool common share at the Closing Price until the fifth anniversary of the closing date.
Total Energy Concepts Inc., offers clients a holistic approach to Energy Savings. Solutions include LED lighting, Power Quality and Protection Strategies, Power Factor Correction, Intelligent Motor and Facility Controls as well as other energy efficiency upgrade technologies. The company has successfully delivered its products to thousands of companies across North America and includes a diverse customer base from C-stores to Fortune 500 Companies. Working through 14+ representatives it has generated significant sales and profitability providing the opportunity for continued growth.
Smartcool Systems Inc. provides cutting edge energy efficient and energy cost reduction solutions for businesses around the world. The ECO3, ESM and ECOHome are Smartcool’s unique retrofit technologies that reduce the energy consumption of compressors in air conditioning, refrigeration and heat pump systems by up to 40%.
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