Vermont-based Casella Waste Systems announced that it has acquired all outstanding capital stock of Blow Bros. (Bestway Disposal Services and BBI Waste Industries) for up to $20 million, plus 625,000 shares of the company's Class A Common Stock.
The acquisition closed December 6, 2012.
The 625,000 shares of the company's Class A Common Stock equals roughly $2.6 million.
"BBI's operations overlay well with our footprint in New Hampshire and Maine, and we expect the acquisition to drive incremental value from our existing operations and provide a growth platform in several new market areas," said CEO of Casella Waste, John Casella, in a December 6, 2012 announcement to media.
Casella added that BBI collects and transfers roughly 105,000 tonnes of solid waste and recyclables expects to internalize close to 80 per cent of this material at its facilities.
BBI is a provider of solid waste collection, transfer and liquid waste services in New Hampshire and Maine and generated approximately $20 million of revenues over the last twelve months, the company said.
The transaction was structured as a stock purchase agreement for consideration of $20 million in cash and 625,000 shares of the company's Class A Common Stock, with $18 million of the cash proceeds paid at closing and $2 million withheld in escrow.
Half of the escrow amount will be disbursed contingent upon the business achieving a pre-agreed upon minimum revenue level for the 90 days after the sale and for net working capital adjustments during this same period, and the other half of the escrow amount will be held for 12 months to secure the seller's indemnification obligations and certain expense adjustments to the purchase price.