WILMINGTON, Ohio--(Business Wire)--ABX Holdings, Inc., successor to ABX Air, Inc., (NASDAQ:ABXA)
announced today that it has completed its previously announced
(November 2, 2007) holding company reorganization and plan to acquire
Cargo Holdings International, Inc. (CHI), a privately held provider of
outsourced air cargo services based in Orlando, Fla., for $332 million
in cash and common shares of ABX Holdings, its newly formed parent
company.
Immediately prior to the closing of the acquisition of CHI, ABX
Air created a new holding company structure, with ABX Air becoming a
wholly owned subsidiary of ABX Holdings, Inc. As a result,
shareholders of ABX Air became shareholders of ABX Holdings. As part
of this transaction, CHI became a subsidiary of ABX Holdings.
The final equity purchase price of the transaction was $259
million, consisting of $233 million in cash and four million shares of
ABX Holdings common stock. ABX Air also assumed or repaid $73 million
in outstanding net debt of CHI. The transaction was funded primarily
with cash obtained through a new $345 million senior secured credit
facility, led by SunTrust Bank and Regions Bank.
ABX Air and CHI have a total fleet of more than 135 aircraft,
including the largest fleet of 767 freighter aircraft in the world.
The majority of these aircraft operate under contracts to provide
airlift on behalf of DHL and BAX/Schenker in the U.S. and various
other customers around the world.
Joe Hete, ABX Holdings and ABX Air President and CEO, said that
the transaction will increase value for ABX Holdings' shareholders
because of the greater scale, breadth of service offerings, and market
reach of the ABX Holdings' companies.
"With the completion of this transaction, we will now focus on
developing new ways to serve customers, particularly for our principal
customers DHL and BAX/Schenker, by leveraging the collective
capabilities of our family of businesses," Hete said. "On behalf of
the Board of Directors, I also want to thank all of those who helped
us meet our year-end closing target, and to the employees of ABX Air
and CHI for maintaining outstanding service to customers during this
period."
As previously indicated, CHI projects, on a pre-acquisition basis,
including results from its non-airline businesses, revenues of
approximately $300 million for the year ended December 31, 2007. Based
on ABX Holdings' current estimates and outlook, the CHI acquisition is
expected to be accretive to ABX Holdings' earnings in 2008.
ABX Air also said it is in discussions with DHL regarding ABX
Air's $92.3 million note payable to DHL. ABX Air has obtained a
commitment from certain shareholders of CHI to provide subordinated
financing for a portion of that amount if it becomes necessary to
retire the note.
Stifel Nicolaus & Company acted as financial advisor to ABX Air in
this transaction.
About ABX Holdings
ABX Holdings has two principal operating businesses: ABX Air
(www.abxair.com), an air cargo services provider operating out of
Wilmington, Ohio, and 14 hubs throughout the United States; and Cargo
Holdings International, Inc. (www.cargoholdings.com), a leading
provider of air cargo transportation and related services to domestic
and foreign air carriers, and other companies that outsource their air
cargo lift requirements. ABX Air is a Part 121 operator and holds a
Part 145 FAA Repair certificate.
Through four subsidiaries, including two companies with separate
and distinct U.S. FAA Part 121 Air Carrier Certificates, CHI also
provides aircraft leasing, airport ground services, fuel management,
specialized transportation management, and air charter brokerage
services.
Safe Harbor Statement
Except for historical information contained herein, the matters
discussed in this release contain forward-looking statements that
involve risks and uncertainties. ABX Holdings, Inc. and its
subsidiaries' actual results may differ materially from the results
discussed in the forward-looking statements. There are a number of
important factors that could cause ABX Holdings' actual results to
differ materially from those indicated by such forward-looking
statements. These factors include, but are not limited to, the ability
to effectively integrate and obtain synergies from the combination of
ABX Air and CHI and other factors that are contained from time to time
in ABX Air's and ABX Holdings' filings with the U.S. Securities and
Exchange Commission, including ABX Holdings' Annual Report on Form
10-K and Quarterly Reports on Form 10-Q. Readers should carefully
review this release and should not place undue reliance on the
Company's forward-looking statements. These forward-looking statements
were based on information, plans and estimates as of the date of this
release. ABX Holdings undertakes no obligation to update any
forward-looking statements to reflect changes in underlying
assumptions or factors, new information, future events or other
changes.
ABX Holdings, Inc.
Quint Turner, 937-382-5591
Copyright Business Wire 2007
