Hardwoods Distribution acquires Hardwoods of Michigan in Clinton for US$15.4M, funds purchase with amendment to US credit facility increasing maximum borrowings to US$79.1M from US$50M

Wendy Lisney

LANGLEY, British Columbia , April 28, 2014 (press release) – Hardwoods Distribution Inc. ("Hardwoods" or the "Company") announced today the acquisition of the business operations (the "Transaction") of Hardwoods of Michigan, Inc. ("HMI"). HMI is a fully integrated producer of high quality hardwood lumber from its sawmill and kiln drying operations located on 23 acres in Clinton, Michigan. HMI has been in business for over 40 years and has a broad and diverse customer base throughout North America as well as in Europe and Asia. HMI sells hardwood lumber to customers that manufacture cabinets, flooring, furniture, mouldings, doors, windows and other custom millwork products.

Transaction Highlights

The Transaction is structured as an asset acquisition with a purchase price of US$15.4 million (subject to final working capital adjustments to be calculated after closing).
The acquired assets consist of accounts receivable, prepaid assets, inventory, machinery and equipment, and land and buildings. Hardwoods also hired all employees of HMI.
Hardwoods credit facilities were utilized to finance the purchase price. Hardwoods US operating subsidiary amended its credit facility to increase maximum borrowings available under its credit facility from US$50 million to US$79.1 million, and extended the term of the credit facilities to April 27, 2017.
After financing the Transaction, Hardwoods expects to have sufficient unused borrowing availability under the credit facilities to continue to pursue its growth strategy.

"With this accretive Transaction, Hardwoods continues to grow its business with an attractively priced acquisition that is well-timed to the ongoing recovery in the US housing market," said Lance Blanco, President and CEO of Hardwoods. "Forecasters continue to predict a multi-year strengthening trend in US residential construction, suggesting a sustainable replacement level for US housing of 1.3 to 1.5 million new homes constructed per year. With the annual rate of US housing starts currently below one million, we believe there is considerable room for additional expansion of the US market. The addition of HMI further positions us to benefit from the expected recovery," said Mr. Blanco.

"HMI is our third completed acquisition in the past two and a half years, and is expected to bring approximately $33 million in additional revenues per year. When combined with our previous purchases of a lumber importer in North Carolina in May 2013, and the Frank Paxton Lumber Company ("Paxton") in September 2011, we have added an estimated $100 million in additional annual sales from acquired businesses to complement our organic market growth opportunities."

"We believe that the addition of HMI fits well with the Company's existing operations and strategy," commented Mr. Blanco. "HMI is a well-run company that comes with a strong management team. The acquisition of HMI builds upon the expertise in value-added manufacturing that we have developed since acquiring Paxton in 2011. Access to HMI's high quality manufactured products will also allow us more flexibility through our entire branch network to meet the evolving product needs of Hardwoods customers. In addition, HMI has a significant customer base of production cabinet manufacturers which represents an attractive potential segment for Hardwoods to sell its well established import products into."

"Although quarter-to-quarter fluctuations may arise, we continue to have a positive outlook for our industry and the Company's ability to incrementally improve its financial performance," added Mr. Blanco. "We will continue to pursue our strategy of leveraging our import product sourcing capabilities, growing our commercial business, and pursuing select acquisition opportunities that support our objectives."

About Hardwoods Distribution Inc.

Hardwoods Distribution Inc. (TSX: HWD) is one of North America's largest wholesale distributors of hardwood lumber and related sheet good products, operating a network of 32 distribution centres in the US and Canada.

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