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March 10, 2006 - 2:01 PM EST General Environmental Management, Inc. ("GEM") (OTC BB: GEVM), a leading environmental and waste remediation company, today announced that it had completed the acquisition of K2M, a California-based provider of mobile wastewater treatment and vapor recovery services.
The Letter of Intent (LOI) for acquiring K2M was first announced on February 14, 2006. GEM paid $1.5 million in cash for all K2M shares.
"We have made a significant step in executing on our growth strategy with the closing of the K2M acquisition," stated Tim Koziol, chairman and CEO of GEM. "This acquisition broadens our customer base providing us with an increasingly solid base in the Western U.S. as well as adding the Gulf Coast to our geographic reach. We have delivered on our strategy to add niche business segments to GEM and expect this to be the first step in applying our new and existing technologies and services to additional markets across the nation."
"We look forward to joining GEM's successful and reputable team," stated Paul Anderson, vice-president of operations of K2M. "Our proven products and services, which enable the on-site treatment of wastewater and vapor control services via our highly-mobile treatment units, are great complements to GEM's business model. GEM clearly has the operating capacity to fully utilize and expand this solid business and deliver it into multiple new markets."
Could run imo once storm forms again and people take notice...
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First Quarter Revenue Grew 11% and Gross Profits Increased 88% Compared to the First Quarter 2005; Company Reiterates Guidance of 20% to 25% 2006 Annual Revenue Growth
"We anticipate increasing sales throughout the remainder of the year, through additional contracts with existing customers, new customer relationships and new product lines. Late in the first quarter, we acquired K2M Mobile Treatment Services, Inc., now called GEM Mobile Treatment Services (GEM-MTS), which extended our geographic presence and added mobile wastewater treatment and vapor recovery services to our product offerings. Integration is on track, we have already expanded our sales team, and now we are cross-selling K2M's services and solutions. We have begun making a strong push in the Gulf Coast region where we see significant opportunity to further leverage our business. With these expectations in mind, we are reiterating our guidance of an expected 20 percent to 25 percent increase in annual revenue for 2006."
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August 14, 2006 - 5:15 PM EDT General Environmental Management, Inc. Secures $25 Million in Financing Transaction General Environmental Management, Inc. ("GEM") (OTCBB: GEVM), a leading environmental and waste remediation company, today announced it had entered into a series of agreements with Laurus Master Fund, Ltd. ("Laurus") whereby GEM agreed to issue to Laurus (i) a secured three year term note ("Note") in the face amount of $29.5 million; and (ii) seven year warrants ("Warrants") to purchase 13,636,362 shares (the "Warrant Shares") of the company's common stock at an exercise price of $0.24 per share. The total Note proceeds is $25.0 million. GEM also agreed to pay, out of the Loan proceeds, fees of $1,155,000 to Laurus Capital Management, LLC, the manager of Laurus, and the sum of approximately $51,000 to Laurus as reimbursement for Laurus' structuring and due diligence fees, legal fees, and expenses incurred in connection with the transaction.
The Note proceeds are currently held in an escrow account (the "Escrow") and will be released to the Company upon fulfillment of certain conditions, including GEM's acquisition of a privately held North American waste management service provider.
The principal amount of the Note carries an interest rate of prime plus two percent, subject to adjustment, and will require monthly payments commencing on April 1, 2007. The Note is secured by all of the Company's and its subsidiaries' assets. Upon release of the Escrow to the Company, the principal amount of the Note will be replaced by an Amended and Restated Secured Convertible Term Note (the "Convertible Note") $12.5 million of which is convertible, at the option of Laurus, into shares of GEM common stock at a price of $0.17 per share.
"We are pleased we secured $25 million in financing, which will enable the Company to move forward in our next step to executing our strategic growth initiative," stated Tim Koziol, chairman and CEO of GEM. "It is our intent to acquire one of North America's leading environmental and waste remediation companies, which will expand GEM's presence to cover regions nationwide."
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General Environmental Management, Inc. Signs Definitive Agreement to Acquire Pollution Control Industries, Inc. Acquisition Expands GEM's Footprint Nationwide GEM Retains Key Management From PCI Purchase Price to Be $35 Million General Environmental Management, Inc. ("GEM") (OTCBB: GEVM), a California-based, leading environmental and waste remediation company, announced today the company has executed a definitive agreement to acquire Pollution Control Industries, Inc. (PCI), an Indiana-based provider of hazardous and non-hazardous waste management services. Under the terms of the agreement, GEM expects to pay $35 million in cash for PCI and expects the transaction to close by September 30, 2006. The acquisition is subject to various standard closing conditions, including applicable regulatory approvals.
Timothy J. Koziol, Chairman and CEO of GEM, stated, "With this acquisition, GEM will become a full service provider of environmental solutions on a national scale as we will be able to duplicate our Western U.S. region platform in multiple U.S. markets through a roll-up strategy serviced by PCI's Treatment, Storage, and Disposal Facilities in East Chicago, IN and Memphis, TN. As we previously stated, our strategy in 2006 would be to build on the technology, on-site services, and marketing platform we had in the Western U.S. through expanding our service offerings and geographic scope. Our acquisition of K2M Mobile Treatment Services, Inc. in March 2006 added a niche business segment, mobile waste water treatment and vapor recovery services. The PCI acquisition will expand our offerings and geographic scope."
"GEM and PCI both have extensive customer relationships with minimal service line and geographic overlap," continued Koziol. "We see substantial opportunities to add value to our current clients by offering GEM's Enviro-Construction services to PCI's customers and PCI's proprietary Solids Distillation System recycling technology to GEM's accounts. In addition, the petrochemical market business tie-in with GEM Mobile Treatment Services, formerly K2M Mobile Treatment Services, serves as a launching point for GEM to offer our complete suite of services within this sector. We now have a significant opportunity to further leverage our business and framework for a vertical integration strategy in the environmental services industry."
PCI currently has 326 employees, all of whom will remain with PCI, except for Kevin Prunsky, Chairman of the Board, and John Newell, President and CEO. Among those joining the GEM team will be key executive management members including Dean Nardi, PCI's EVP of Sales & Marketing; Robert O'Brien, EVP of Operations; Ken Carle, EVP of Business Development and Margarita LaGrimes, EVP of Health & Safety and Regulatory Affairs. Combined, this group has 48 years of experience at PCI and a total of 80 years experience in the waste management industry.
"We anticipate the acquisition will be immediately accretive and have a material impact in 2006 on our bottom line," stated Brett Clark, GEM's chief financial officer. "PCI's 2005 gross consolidated revenues were $46.6 million, with consolidated EBITDA of $6.3 million."
Pollution Control Industries, Inc. was founded in 1986 by Kevin Prunsky and is headquartered in East Chicago, IN. PCI is one of the leading waste management service providers in North America and is engaged in the collection, treatment, recycling, and disposal of hazardous and non-hazardous industrial wastes. Its comprehensive array of service offerings include liquid and solid hazardous waste processing; non-hazardous waste processing; technical field services and Lab Pack De-Pack processing; transportation services; recycling through Solids Distillation System (SDS) technology; cylinder management; high-hazardous materials management and universal waste. PCI's proprietary SDS treatment technology, a revolutionary recycling technology, reclaims valuable hydrocarbons and materials from organic solid waste. SDS is cost competitive with current market disposal options, and offers environmental benefits that include preventing pollution while promoting recycling and reuse. In addition, it virtually eliminates cradle-to-grave responsibility.
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