NORWALK, CT and TORONTO, May 31, 2013 /CNW/ - Element Financial Corporation (TSX:EFN) ("Element" ) and GE Capital ("GE Capital") announced today that they have entered into a definitive asset purchase agreement (the "Agreement") whereby Element acquires GE Capital's Canadian fleet portfolio and the two companies form a strategic alliance to deliver comprehensive vehicle fleet financing and management services to cross-border customers in Canada and the United States.
Under the terms of the Agreement, Element will acquire GE Capital's existing Canadian fleet portfolio for consideration of C$570 million (the "Acquisition Transaction") subject to adjustments, along with the GE Capital Canada fleet operational resources required to service this portfolio. These Canadian operations will be combined with TLS Fleet Management, Element's existing fleet management business.
In addition to serving the domestic Canadian fleet industry, the combined entity operating under the Element Fleet Management brand will serve Canadian customers under a Strategic Alliance Agreement (the "Strategic Alliance") between Element and GE Capital Fleet Services. Through the long-term Strategic Alliance, the two companies will jointly pursue Canada/US cross-border fleet management opportunities.
"This alliance with GE Capital Fleet Services enables Element Fleet to bring more comprehensive fleet management technologies and solutions to our existing customers at the same time that it expands our addressable client base by giving us the capacity to deliver fleet management services to customers with needs on both sides of the Canada/US border," said Steven K. Hudson, Element's Chairman and Chief Executive Officer.
"This strategic alliance creates significant advantages for our GE Capital Fleet Services customers operating fleets in Canada," said Kristi Webb, President and CEO of GE Capital Fleet Services. "Our customers will enjoy a broader range of services, more geographic coverage and more feet on the ground in rapidly growing Canadian markets, and diversified capital funding sources to support their fleet needs."
Kathy Lee, President and CEO of GE Capital Canada, said: "We are pleased to announce this alliance with Element Fleet Management and we would like to take this opportunity to acknowledge the employees' great work in serving GE Capital Canadian Fleet customers for so many years. This alliance will give our customers the benefit of access to the services and network of one of the most respected fleet management companies in Canada."
The Agreement provides for customary closing conditions, including approval under the Competition Act (Canada). Subject to the satisfaction of such conditions, the Acquisition Transaction is expected to close on or about June 28, 2013.
Scotiabank acted as financial advisor to GE Capital in connection with the Transaction. McCarthy Tétrault LLP acted as legal counsel to GE Capital. GMP Securities L.P., BMO Capital Markets and Barclays Capital Inc. acted as financial advisors to Element in connection with the Transaction. Blake, Cassels & Graydon LLP acted as legal counsel to Element.
About Element Financial Corporation
With total assets of approximately C$1.77 billion, Element Financial Corporation is one of North America's leading independent equipment finance companies. Element operates across North America in three verticals of the equipment finance market - Element Capital provides large ticket equipment leasing, Element Finance serves the mid-ticket equipment finance market and Element Fleet provides vehicle fleet leasing and management solutions through the Company's TLS Fleet Management division.
About GE Capital Fleet Services
GE Capital Fleet Services, based in Eden Prairie, Minn., is a global fleet leasing and management company with strong capital resources, unmatched data and analytics and deep strategic consulting capabilities to help organizations find new ways to optimize their investments throughout the fleet lifecycle. Visit our web site at www.gefleet.com or follow the company's eco news and updates via Twitter (@GEFleetSvcs).
About GE Capital
For almost 30 years, GE Capital has been in Canada, providing leasing and lending to mid-market companies. GE Capital is one of the world's largest providers of credit and expertise. For more than one million businesses, GE Capital provides financing to purchase, lease and distribute equipment, as well as capital for real estate and corporate acquisitions, refinancings and restructurings. GE Capital is a leader in a number of industries, from airlines, healthcare and energy financing to fleet, franchise and middle market corporate finance. For approximately 80 million consumers, GE Capital offers credit cards and retail sales finance programs. GE Capital is an extension of GE's rich heritage of building and supporting growth, providing customers with insight, knowledge and expertise in addition to financing.
Forward Looking Statements
This release includes forward-looking statements regarding Element and its business. Such statements are based on the current expectations and views of future events of Element's management. In some cases the forward-looking statements can be identified by words or phrases such as "may", "will", "expect", "plan", "anticipate", "intend", "potential", "estimate", "believe" or the negative of these terms, or other similar expressions intended to identify forward-looking statements. The forward-looking events and circumstances discussed in this release may not occur and could differ materially as a result of known and unknown risk factors and uncertainties affecting the company. No forward-looking statement can be guaranteed. Forward-looking statements and information by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statement or information. Accordingly, readers should not place undue reliance on any forward-looking statements or information. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Element undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
SOURCE Element Financial Corporation