Dealnet Provides Update on EcoHome Acquisition and Integration
Dealnet Provides Update on EcoHome Acquisition and Integration
– Momentum Public Relations – March 29, 2016
Dealnet Capital Corp. (DLS:tsxv), is pleased to provide an update to inform shareholders and the market on its recent activities including those related to the acquisition of EcoHome Financial (“EcoHome”) which was completed on February 18, 2016.
Integration and Growth of Consumer Finance Business
The Company is pleased to announce that the integration of EcoHome into Dealnet’s existing consumer finance business is progressing well. Our collective sales team is focused on growing originations in the HVAC and home improvement sector. The physical operations of EcoHome have now moved to the offices of Dealnet’s consumer finance business. The Company also continues to invest in innovative technology around its mobile lending platform to enhance the consumer and dealer experience.
Dealnet’s consolidated loan portfolio as of the end of February 2016 now stands at approximately $80 million and the Company continues to originate a significant volume of high quality leases and loans weekly.
Dealer Additions
The Company continues to attract high quality dealers and has dozens in various stages of on-boarding. Earlier in March, the Company signed a five-year exclusivity agreement with a large HVAC dealer in Ontario who is incented to originate in excess of $15 million per year over the term of the agreement. The Company is also in discussions with a number of strategic partners, including industry associations and equipment manufacturers that have the potential to drive significant originations of finance products. The Company expects to close additional large volume wins throughout 2016.
Underwriting Capacity
As part of the EcoHome acquisition, existing EcoHome facilities were migrated with the transaction providing EcoHome and Dealnet with an attractive cost of capital, reducing Dealnet’s overall cost of underwriting. The Company is currently in advanced discussions with a number of additional lenders and is negotiating underwriting capacity to support the expected growth in our consumer finance business. The Company expects to bring these additional facilities online over the coming months and will provide further updates in due course.
Filing of Business Acquisition Report
The Company also announces that it has filed its Business Acquisition Report related to the EcoHome acquisition which is available on SEDAR.
Forward Looking Statements
This news release contains certain “forward-looking information” within the meaning of applicable securities law including statements regarding the Company, integration of the EcoHome business, loan origination volumes and growth, strategic partnerships and underwriting capacity. Forward looking information is frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “would”, “potential”, “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur. These statements are only predictions. Forward-looking information is based on the opinions, assumptions and estimates of management at the date the information is provided, and is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information including the risks relating to the challenges in integrating the business and product lines of Dealnet and EcoHome, general risks relating to the consumer finance industry and many other factors beyond the control of the Company. For a description of these and other risks and uncertainties facing the Company and its business and affairs, readers should refer to the Company’s Management’s Discussion and Analysis. The Company undertakes no obligation to update forward-looking information if circumstances or management’s estimates or opinions should change, unless required by law. The reader is cautioned not to place undue reliance on forward-looking information.
About Dealnet Capital Corp.
Dealnet is an engagement enabled consumer finance company that is initially focused on home improvement finance solutions including heating ventilation and air conditioning financing and leasing. Dealnet leverages its large scale customer service and engagement technology platform to attract home improvement dealers by providing front and back office services to them resulting in dealer origination growth.
For additional information please visit www.sedar.com.
- Published in Dealnet News, Financial Technology, News Home, Technology
DealNet closes acquisition of EcoHome Financial
Dealnet Closes the Acquisition of EcoHome Financial
– Momentum Public Relations – Feb.18
Dealnet Capital Corp. (“Dealnet” or the “Company”) (TSX VENTURE:DLS) today announced that it has closed the previously announced acquisition of EcoHome Financial Inc. (“EcoHome”), a premier non-bank lender in the Canadian heating, ventilation and air conditioning (HVAC) and home improvement segments, from Chesswood Group Limited (the “Acquisition”) for total consideration of approximately $35 million.
Pursuant to an amendment to the share purchase agreement dated February 17, 2016, the consideration paid for the Acquisition consisted of (i) $29 million in cash, (ii) 6,039,689 common shares of Dealnet having an aggregate value of $3.5 million; and (iii) a two-year unsecured convertible vendor take-back note in the principal amount of $2.5 million that bears interest at a rate of 6.0{92d3d6fd85a76c012ea375328005e518e768e12ace6b1722b71965c2a02ea7ce} per annum and is convertible by the holder into common shares of Dealnet at a conversion price of $0.64 per share.
In connection with the Acquisition, the Company previously issued 54,545,700 subscription receipts (the “Subscription Receipts”) at a price of $0.55 per Subscription Receipt for gross proceeds of approximately $30 million (the “Offering”). All of the Subscription Receipts issued pursuant to the Offering have been exchanged for common shares of Dealnet on a one-for-one basis as of today’s date. The net proceeds of the Offering have been released from escrow and were used to pay a portion of the purchase price of the Acquisition.
EcoHome has a seasoned, profitable loan book of over $60 million and a year over year origination growth rate of approximately 40{92d3d6fd85a76c012ea375328005e518e768e12ace6b1722b71965c2a02ea7ce}. The EcoHome portfolio consists of long term finance assets that have historically predictable revenue and cash flows. It operates on the same loan management software as Dealnet, making integration a straightforward process. Key EcoHome underwriters have transferred and/or increased their line capacity with the deal in support of the transaction and continued growth.
“This significant transaction elevates Dealnet’s lending business to a leading competitive position in this sector. The quality of the loan book within the home improvement space is demonstrated by 0.25{92d3d6fd85a76c012ea375328005e518e768e12ace6b1722b71965c2a02ea7ce} loan loss rates net of recoveries which continues to attract low cost underwriting,” said Michael Hilmer, Dealnet’s Chief Executive Officer.
As part of the Acquisition, Dealnet acquires all customer contracts, vendor finance agreements, employees, operating platform, systems, agreements and other assets of EcoHome. Dealnet plans to combine treasury functions, technology, risk and credit management and overall origination capabilities with no job loss due to the considerable growth trajectory demonstrated by EcoHome and Dealnet.
“We are particularly pleased with the strong institutional support from our bankers and underwriters for our aggressive profitable growth strategy as we accelerate our plans to become one of the leading non-bank consumer lenders” said Dr. Steven Small, Dealnet’s Executive Chairman.
About Dealnet Capital Corp.
Dealnet is an engagement enabled consumer finance company that is initially focused on home improvement finance solutions including heating ventilation and air conditioning financing and leasing. Dealnet leverages its large scale customer service and engagement technology platform to attract home improvement dealers by providing front and back office services to dealer origination growth.
- Published in Dealnet News, Financial Technology, News Home
Dealnet Capital Corp. (DLS.v) Completes $30 Million Private Placement
Dealnet Capital Corp. Completes $30 Million Private Placement
– Momentum Public Relations – Feb. 05, 2016
Dealnet Capital Corp. (“Dealnet” or the “Company“) (TSX VENTURE:DLS) is pleased to announce that it has closed its previously announced private placement financing of subscription receipts (“Subscription Receipts”).
Dealnet issued, on a private placement bought deal basis, 54,545,700 Subscription Receipts at a price of $0.55 per Subscription Receipt (the “Offering Price”) for gross proceeds of $30 million (the “Offering”). The Offering was led by GMP Securities L.P. (“GMP”), Paradigm Capital Inc., Cormark Securities Inc. and INFOR Financial Inc. (collectively, the “Underwriters”).
Michael Hilmer, Dealnet’s Chief Executive Officer, commented: “We are very pleased with the support the market has shown in Dealnet and our strategic plan through this Offering. We remain on track to complete our purchase of EcoHome and significantly increase our loan book and organic origination volumes. The combination of EcoHome and One Dealer Financial Services, our current funding brand, is a powerful growth engine for Dealnet.”
Each Subscription Receipt entitles the holder to receive upon exchange thereof for no additional consideration, one common share of Dealnet in exchange for each Subscription Receipt upon satisfaction of certain escrow release conditions, including the satisfaction or waiver of all conditions precedent (but for the payment of the purchase price) to the closing by the Company of the acquisition of EcoHome Financial Inc. (the “Acquisition”), provided that the conditions have been satisfied by March 31, 2016. Please refer to Dealnet’s press release issued on January 21, 2016 for additional details about the Acquisition.
The Subscription Receipts were issued pursuant to a subscription receipt agreement (the “Subscription Receipt Agreement”) among the Company, GMP and Computershare Trust Company of Canada, as subscription receipt agent. Pursuant to the Subscription Receipt Agreement, the proceeds of the Offering, net of Offering expenses and 50{92d3d6fd85a76c012ea375328005e518e768e12ace6b1722b71965c2a02ea7ce} of the Underwriters’ commission, have been placed in escrow pending delivery of the escrow release notice by the Company.
If the escrow release conditions are satisfied by 5:00 p.m. (Toronto time) on March 31, 2016, the escrowed funds (less the balance of the Underwriters’ commission) will be released to the Company. The Company will use such funds towards the cash portion of the purchase price of the Acquisition, and, any remaining proceeds, for Dealnet’s future growth as well as for general corporate purposes. In the alternative, if: (i) the Acquisition closing does not occur prior to 5:00 p.m. (Toronto time) on March 31, 2016; (ii) the share purchase agreement for the Acquisition is terminated at an earlier date; or (iii) Dealnet announces that it does not intend to proceed with the Acquisition, the subscription receipt agent and Dealnet will return to holders of Subscription Receipts an amount per Subscription Receipt equal to the Offering Price plus a pro rata share of the interest earned on the escrowed funds, if any, net of any applicable withholding taxes.
Certain directors, officers and employees of Dealnet participated in the Offering and purchased Subscription Receipts for gross proceeds of approximately $1.4 million.
In connection with the Offering, the Underwriters are entitled to a cash commission of $0.033 per Subscription Receipt (except with respect to sales to certain specified purchasers agreed upon by the Company and GMP to a maximum of $1,000,000 (the “President’s List”) in respect of which the Underwriters are entitled to a cash commission of $0.0165 per Subscription Receipt) and 3,218,200 non-transferable broker warrants (“Broker Warrants”). 50{92d3d6fd85a76c012ea375328005e518e768e12ace6b1722b71965c2a02ea7ce} of the Underwriters’ commission was paid and 1,609,100 Broker Warrants were issued on the closing of the Offering and the remaining 50{92d3d6fd85a76c012ea375328005e518e768e12ace6b1722b71965c2a02ea7ce} of the cash commission is payable and 1,609,100 Broker Warrants are issuable on the closing of the Acquisition. Each Broker Warrant is exercisable by the holder for one common share of Dealnet for a period of 18 months following the closing of the Offering at a price of $0.55 per Broker Warrant.
All securities issued in the Offering (including any common shares issued on the exchange of the Subscription Receipts) are subject to a hold period of four months and one day, expiring on June 6, 2016.
The Offering is subject to the final approval of the TSX Venture Exchange.
About Dealnet Capital Corp.
Dealnet is an engagement enabled consumer finance company that is initially focused on home improvement finance solutions including heating ventilation and air conditioning financing and leasing. Dealnet leverages its large scale customer service and engagement technology platform to attract home improvement dealers by providing front and back office services to them resulting in dealer origination growth.
- Published in Dealnet News, Financial Technology, News Home
Dealnet (DLS:V) to Acquire EcoHome Financial
Acquisition to be Financed by a $30 Million Bought Deal Private Placement of Subscription Receipts
Dealnet Capital Corp. (“Dealnet” or the “Company”) (TSX VENTURE:DLS) today announced that it has entered into a definitive agreement to acquire EcoHome Financial Inc. (“EcoHome”), a premier non-bank lender in the Canadian heating, ventilation and air conditioning (HVAC) and home improvement segments, from Chesswood Group Limited (the “Acquisition”) for total consideration of approximately $35 million.
The cash portion of the purchase price will be financed from the proceeds of a bought deal private placement of Subscription Receipts of the Company described below, led by GMP Securities L.P., Paradigm Capital Inc., Cormark Securities Inc. and INFOR Financial Inc.
Under the terms of the definitive agreement, Dealnet will acquire all of the shares of EcoHome, which has a seasoned loan book of over $60 million and a year over year origination growth rate of approximately 40{92d3d6fd85a76c012ea375328005e518e768e12ace6b1722b71965c2a02ea7ce}. The EcoHome portfolio consists of finance assets that have historically demonstrated low default rates and predictable revenue and cash flows. Key EcoHome lending facilities will transfer, and be increased on close adding low cost incremental capacity to Dealnet’s existing funding facilities.
“Our current platform is designed for large scale volume and to accept these acquisitions with no disruptions to business operations. With our incremental significant scale in origination volume we expect additional capital efficiencies in terms of lowering the cost of underwriting, driving incremental yield,” said Michael Hilmer, Dealnet’s Chief Executive Officer. “This acquisition will establish Dealnet as a new leader in the HVAC/Home Improvement consumer financing segment with a full market offering and end-to-end value added services. We continue to see opportunity for accretive acquisitions in markets where our equity and lending capacity, is a valuable currency. We will continue to focus on strong organic growth while continuing to review complementary acquisitions.”
Steven Small, Executive Chairman, stated “We have delivered on our penetration into the HVAC/Home Improvement space. This strong advance now allows us to continue as planned into retail and healthcare consumer finance. Our march to become the dominant ‘prime’ non-bank consumer finance company is proceeding as planned.”
As part of the Acquisition, Dealnet will acquire customer contracts, vendor finance agreements, employees, operating platform, systems, agreements and other assets of EcoHome. Dealnet expects to combine treasury functions, technology, risk and credit management and overall origination capabilities with no job loss due to the considerable growth trajectory demonstrated by EcoHome and Dealnet.
Under the terms of the agreement, Dealnet will satisfy the purchase price by a combination of (i) approximately $30 million in cash, (ii) common shares of Dealnet having an aggregate value of $3 million, and (iii) an unsecured convertible vendor take-back note in the principal amount of $2 million.
The Acquisition is expected to close in February, and is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange.
Cormark Securities Inc. and INFOR Financial Inc. are acting as the financial advisors to Dealnet on the Acquisition.
Bought Deal Private Placement
Dealnet has entered into an agreement with a syndicate of underwriters led by GMP Securities L.P., Paradigm Capital Inc., Cormark Securities Inc. and INFOR Financial Inc. (the “Underwriters”), pursuant to which the Underwriters have agreed to purchase, on a “bought deal” private placement basis, 54,545,700 subscription receipts (the “Subscription Receipts”) of the Company at a price of $0.55 per Subscription Receipt (the “Offering Price”) for gross proceeds of approximately $30 million (the “Offering”).
Dealnet has also granted the Underwriters an option, exercisable up to two business days prior to the closing date of the Offering, to arrange for the purchase of up to an additional 8,181,855 Subscription Receipts at the Offering Price for additional gross proceeds of approximately $4.5 million. The net proceeds of the Offering will be used to fund the cash portion of the purchase price of the Acquisition, and Dealnet’s future growth as well as for general corporate purposes.
Each Subscription Receipt will entitle the holder thereof to receive, without payment of further consideration or further action, one common share of Dealnet (a “Common Share”) in exchange for each Subscription Receipt upon satisfaction of certain escrow release conditions, including the satisfaction of all conditions precedent (but for the payment of the purchase price) of the Acquisition, provided that the conditions have been satisfied by March 31, 2016.
The Subscription Receipts will be issued pursuant to a subscription receipt agreement (the “Subscription Receipt Agreement”). Pursuant to the Subscription Receipt Agreement, the proceeds of the Offering, net of 50{92d3d6fd85a76c012ea375328005e518e768e12ace6b1722b71965c2a02ea7ce} of the Underwriters’ fee payable in connection therewith, will be held in escrow pending delivery of notice of the closing of the Acquisition. If: (i) the Acquisition closing does not occur prior to 5:00 p.m. (Toronto time) on March 31, 2016; (ii) the Acquisition share purchase agreement is terminated at an earlier date; or (iii) Dealnet announces that it does not intend to proceed with the Acquisition, the subscription receipt agent and Dealnet will return to holders of Subscription Receipts an amount per Subscription Receipt equal to the Offering Price plus a pro rata share of the interest earned or deemed to be earned on the escrowed funds, net of any applicable withholding taxes.
The Offering is expected to close on February 5, 2016 and is subject to certain conditions, including the receipt of TSX Venture Exchange approval.
The Subscription Receipts will be sold in all of the provinces and territories of Canada on a private placement basis pursuant to the “accredited investor” exemption under National Instrument 45-106 – Prospectus Exemptions and certain other available and agreed upon exemptions. The Subscription Receipts, including the underlying Common Shares, will have a hold period of four months and one day from the closing date of the Offering.
The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.
About Dealnet Capital Corp.
Dealnet is an engagement enabled consumer finance company that is initially focused on home improvement finance solutions including heating ventilation and air conditioning financing and leasing. Dealnet leverages its large scale customer service and engagement technology platform to attract home improvement dealers by providing front and back office services to them resulting in dealer origination growth.
For additional information please visit www.sedar.com.
- Published in Dealnet News, Financial Technology, News Home
Dealnet Announces Closing of Debenture Offering of Up to $100 Million
TORONTO, ONTARIO–(Marketwired – Jan. 13, 2016) – Further to its press release of December 21, 2015, Dealnet Capital Corp. (“Dealnet” or the “Company”) (TSX VENTURE:DLS) is pleased to announce that its wholly owned subsidiary, One Dealer Inc., has closed a secured debenture offering and issued an initial $10 million debenture (the “Debenture”) with capacity to issue up to $100 million under the established structure.
The versatile structure of the financing allows for the warehousing before securitization as well as term funding of consumer finance contracts with terms of up to ten years. The transaction structure supports the Company’s expansion plans to capture a wide variety of consumer finance products at point of sale including home improvement, health care and retail financial solutions.
The Debenture has a term of ten years and carries a fixed interest rate of 5.99{92d3d6fd85a76c012ea375328005e518e768e12ace6b1722b71965c2a02ea7ce}. The rate applicable to future issuances will be fixed at the time of draw at the 10 year Government of Canada Benchmark Bond yield plus an appropriate margin. As part of the transaction, the Company repaid its existing $3 million debenture to the same subscriber instead of amending the instrument as previously announced (for net cash proceeds from the offering of $7 million to the Company). Future debenture issuances are at the discretion of the subscriber.
As a part of the offering, the Company issued 2,000,000 common share purchase warrants (the “Warrants”) to the subscriber. The Warrants have an exercise price of $0.67, expire on January 12, 2019 and are subject to a four month hold period until May 13, 2016. The issuance of the Warrants is subject to final acceptance by the TSX Venture Exchange.
“We have built an exceptional relationship with IA Clarington Investments, the subscriber, and we are now being rewarded for our proven execution and risk management methodologies,” stated Mike Hilmer, CEO of Dealnet. “On full draw, the debentures would support approximately 20,000 additional funded loans or leases in our home improvement vertical. The Debenture structure also co-exists well with additional underwriting facilities expected to be announced this year, which together expand our treasury capability to support significant growth within our financial services division. Our expanded capacity and flexibility supports our drive to be the emerging growth leader in the non-bank lending space.”
Forward Looking Statement
This news release contains certain “forward-looking information” within the meaning of applicable securities law including statements regarding the Company and the Debenture, its expected terms and closing date. Forward looking information is frequently characterized by words such as “plan”, “expect”, “project”, “intend”, “believe”, “anticipate”, “estimate”, “may”, “will”, “would”, “potential”, “proposed” and other similar words, or statements that certain events or conditions “may” or “will” occur. These statements are only predictions. Forward-looking information is based on the opinions and estimates of management at the date the information is provided, and is subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking information. For a description of the risks and uncertainties facing the Company and its business and affairs, readers should refer to the Company’s Management’s Discussion and Analysis. The Company undertakes no obligation to update forward-looking information if circumstances or management’s estimates or opinions should change, unless required by law. The reader is cautioned not to place undue reliance on forward-looking information.
About Dealnet Capital Corp.
Dealnet is an engagement enabled consumer finance company that is initially focused on home improvement finance solutions including heating ventilation and air conditioning financing and leasing. Dealnet leverages its large scale customer service and engagement technology platform to attract home improvement dealers by providing front and back office services to them resulting in dealer origination growth.
For additional information please visit www.sedar.com.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
- Published in Dealnet News, News Home