Comverge Inc., which provides equipment and services to utilities to increase electric capacity at peak times, said Wednesday it will acquire Enerwise Global Technologies in a cash and stock deal worth $75.7 million.
The purchase price includes about $25.2 million in cash, $17 million in subordinated convertible notes due in April 2009 and about 1.3 million shares of Comverge common stock which had a market value of $33.6 million as of Tuesday, the company said.
After closing, former Enerwise shareholders will own about 7 percent of the combined company, Comverge said.
In addition, $6 million of Comverge common stock is contingently issuable if Enerwise exceeds a 2008 operating performance of $36 million in revenue and $11 million in gross profit, Comverge said.
Enterwise posted 2006 revenue of about $11 million and is expected to post 2007 revenue of about $18 million.
Comverge said it will begin recognizing Enerwise revenue from the closing date forward. Enerwise revenue included in Comverge operating results is expected to total about $9 million for the remaining half of the year, Comverge said.
The deal is expected to add slightly to Comverge's earnings in 2007, and become more accretive in 2008.
The deal, which is scheduled to close in July, has been approved the boards of both companies. Requisite Enerwise shareholders also have irrevocably consented to the deal, Comverge said.
Comverge shares added $2.01, or 7.7 percent, to $28.25 Wednesday. They have ranged from $19.79 to $30.25 over the past year.
Source : Associated Press
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