Fero to Acquire AVL Manufacturing, A Leading Canadian Engineering, Manufacturing and Assembly Facilities Provider

• Fero International Inc. to acquire AVL Manufacturing Inc., an established turnkey manufacturer with expertise in engineering, design, development and assembly of modular enclosures serving multiple customers and sectors throughout North America
• Combining Fero's innovative technology and modular solutions with AVL's engineering expertise and 30-year track record will enable Fero to rapidly scale by leveraging AVL's existing engineers and intellectual property and secure control of facilities currently manufacturing Fero products

HAMILTON, ON, Oct. 14, 2021 /PRNewswire/ - Fero International Inc. ("Fero" or the "Company"), a provider of innovative modular solutions across multiple sectors including healthcare, disaster relief, housing, aid and defence, has signed a non-binding letter of intent ("LOI") to acquire AVL Manufacturing Inc. ("AVL"), a turnkey manufacturer, and Fero's current Canadian manufacturer, with expertise in engineering, design, development and assembly of modular enclosures across multiple sectors, based in Hamilton, Ontario, Canada.   

The closing of the strategic acquisition will permit Fero to rapidly scale by leveraging AVL's existing skilled labour and intellectual property and by securing control of facilities that manufacture Fero's products. The acquisition also provides Fero with an immediate source of revenue through the continuing sale of AVL's existing suite of products. The Company will also bolster its operational team by acquiring over 70 employees, including 15 engineers, enabling Fero to fulfill product orders faster.  

 "We are thrilled to welcome the talented team at AVL to Fero. With AVL's bench strength and manufacturing facility, Fero is positioning itself to accelerate its ambitious global growth strategy," said Sabrina Fiorellino, Fero's Chief Executive Officer. "Combining the capabilities of Fero and AVL, including AVL's engineering expertise and a 30-year track record of executing large scale projects, we move forward with a strengthened platform to meet the demand for specialized solutions in the global modular health care and infrastructure market."

"The world needs innovative, cost-effective, practical solutions to quickly address major challenges and constraints in healthcare, indigenous and remote communities and areas hit hard by natural disasters.  This is where Fero, leveraging the additional experience of the AVL team, can lead the way," said Vince DiCristofaro, Chief Executive Officer of AVL.

AVL – A Well Established Engineering, Manufacturing Platform and Patent Portfolio Serving a Diversified Customer Base Across North America

AVL brings diversified intellectual property, including a patent portfolio, complementing Fero's intellectual property assets, and a strong base of existing customer contracts expected to add to Fero revenues in fiscal 2022. Based in Hamilton, Ontario, AVL has a 30-year track record of designing, manufacturing, and integrating various types of power generation, energy storage, cogeneration enclosures, custom modular and complex fabrications. Since 1998, AVL has established a diverse customer base across multiple industries including oil and gas, mining, power generation, automotive, automation, construction, emergency management and energy storage.  AVL works collaboratively with customers providing a full slate of services, including assembly, engineering, project management and single-source supply chain services.

Terms of Letter of Intent

The closing of the acquisition is anticipated to take place in fourth quarter of 2021, on a cash and debt free basis and remains subject to due diligence review by Fero, obtaining third-party financing for the benefit of Fero, and the execution of a definitive purchase agreement by each of Fero and AVL. Under the terms of the letter of intent, AVL has agreed on a binding basis to negotiate exclusively with Fero in respect of the sale of AVL for a period ending no later than March 14, 2022.

About Fero International Inc.

Founded in 2020, Fero aims to improve lives through innovation in the development and deployment of rapid deployment modular infrastructure, medical technology solutions and disaster relief products. Its products are primarily intended to address circumstances of human crises, such as:

• health care capacity crises, through the offering of rapid deployment intensive care units, ward rooms, surgical operating theatres, long-term care homes, and portable diagnostic laboratories;
• national defence programs and disaster event crises, through the offering of safe shelters, electricity and HVAC failure solutions, portable clean water solutions, unmanned mobile modular fire detection and suppression devices and other rapid infrastructure expansion solutions to support the aid efforts government and non-governmental organizations;
• access to affordable and safe housing crises, through offerings of affordable modular housing for the homeless and displaced; and
• school capacity and air quality crises, through the offerings of portable classrooms and lavatories with integrated HVAC.

Fero prioritizes the adoption of good corporate governance practices to support sustainable building and manufacturing methods for Fero designed products. Fero aims to further improve lives by structuring its operations to address relevant environmental, social and economic improvement considerations.

Forward Looking Information

This news release contains forward-looking information within the meaning of applicable Canadian and United States securities laws. Often, but not always, forward-looking information can be identified by the use of words such as "plans", "expects", "estimates", "intends", "anticipates", or "believes" or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company or its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information contained in this news release. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information.  Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information and no assurance can be given that such events will occur in the disclosed time frames or at all. The forward-looking information included in this news release are made as of the date of this news release and the Company does not undertake any obligation to publicly update such forward-looking information to reflect new information, subsequent events or otherwise unless required by applicable securities legislation.

SOURCE Fero International Inc.