Value Lighting, headquartered in Marietta, GA with 75 employees is a leading supplier of lighting solutions to the multifamily residential housing sector and new construction marketplace across the U.S. Value Lighting's 2013 revenues were approximately $43 million and are expected to be approximately $55 million in 2014, with EBITDA in excess of 12%. More than half of Value Lighting's expected 2014 revenues are in current backlog.
Under the terms of the agreement, Revolution Lighting paid $10.5 million in cash and $28.1 million in stock for 100% of the outstanding equity of the Value Lighting business. The cash portion of the transaction is being financed by RVL LLC. The remaining $28.1 million was paid in Revolution Lighting common stock at a price of $3.3183 per share for a total of 8,468,192 shares. As part of the acquisition, Revolution Lighting expects to receive an estimated $9 million of working capital.
The Value Lighting equity holders will have the opportunity for earn-out payments of up to $10 million if 2014 and 2015 revenue and EBITDA targets are achieved. The earn-out payments will be made in shares of common stock or cash at Revolution Lighting's option.
"We are excited to close this strategic and complementary acquisition, which will allow Revolution Lighting to penetrate new markets, including the fast growing multifamily residential housing sector, and further accelerate our overall growth as a company," said Robert V. LaPenta, Chairman and Chief Executive Officer of Revolution Lighting Technologies. "With this new and significant distribution channel, we will increase greenfield and retrofit opportunities for our LED lighting solutions in the multifamily sector and drive growth as property owners seek to increase the energy efficiency of their buildings and reduce operational costs through LED installations."
According to Reis, Inc., a leading provider of commercial real estate market information, multifamily construction is expected to increase relative to recent history, as well as longer historical trends. New completions in the top 82 U.S. markets for 2013 totaled roughly 124,000 units – on par with the long-term historical average of roughly 120,000 units per year. For 2014, new completions are expected to total about 164,000 units, well above the historical long-term average.
"We are very happy to officially join the Revolution Lighting team as we see significant opportunity for LED adoption in the markets we serve," said Alan Carlquist, President, Value Lighting Inc. "Revolution Lighting's extensive network of dealers and distributors will allow us to drive LED lighting installations across our existing and new customer base and accelerate our growth with LED lighting."
