AGL Resources Announces Sale of Tropical Shipping to Saltchuk
AGL Resources to sell its Tropical Shipping business to a subsidiary of Saltchuk Resources, Inc. of Seattle, WA After-tax proceeds expected to be approximately $220 million
Income tax expense of approximately $60 million and non-cash expense associated with goodwill impairment of approximately $19 million expected to be recorded across 1Q14 and 2Q14 Expect transaction to close within 90 days, subject to regulatory approvals Sale of Tropical Shipping consistent with AGL Resources' strategy of focusing on regulated natural gas utilities and related assets
ATLANTA, April 07, 2014 - AGL Resources Inc. (NYSE: GAS) today announced it has signed a definitive agreement to sell its Tropical Shipping business to a subsidiary of Saltchuk Resources, Inc. of Seattle, WA. After-tax cash proceeds and repatriated cash from the transaction are expected to be approximately $220 million, subject to certain defined post-closing adjustments. "We are very pleased to have identified Saltchuk as a well-qualified strategic owner of Tropical Shipping. We are confident that becoming a member of the Saltchuk family, with their deep roots in the transportation, logistics and maritime industries, will guarantee a continued bright future for Tropical Shipping and its employees and valued customers," said Andrew W. Evans, executive vice president and chief financial officer for AGL Resources. "We have consistently noted that AGL Resources' strategic focus is on owning and operating regulated natural gas utilities and related assets. While we have been responsible stewards of Tropical Shipping for the duration of our ownership, and have worked diligently to successfully increase profitability over the last two years, we have deliberately sought a more strategic owner for these assets." As a result of the sale, AGL Resources expects to incur income tax expense of approximately $60 million related to the repatriation of cash and investments held offshore and capital gains on the purchase price above tax basis. In addition, the company expects to record a $19 million impairment loss related to goodwill assigned to Tropical Shipping in conjunction with AGL Resources' merger with Nicor, Inc. in December 2011. This impairment loss represents approximately one-third of the total goodwill assigned to the cargo shipping segment. On a combined basis, these factors are expected to result in reported income tax and impairment expense of approximately $0.66 per share. Of this amount, $0.42 is expected to be recorded in the first quarter of 2014, with the remainder expected to be recorded in the second quarter of 2014. AGL Resources expected the cargo shipping segment in total to contribute EBIT (earnings before interest and taxes) of approximately $15 million to $25 million in 2014, including $9 million from its investment in Triton Container, which is not part of the sale. Completion of the transaction is conditioned upon, among other things, the expiration or termination of any applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and approval by the Florida Office of Insurance Regulation. The companies expect to complete the transaction within 90 days. Tropical Shipping and its related companies have operated as part of AGL Resources' cargo shipping operating segment. Financial results for Tropical Shipping will be classified as discontinued operations beginning in the second quarter of 2014. The cargo shipping segment also includes AGL Resources' investment in Triton Container, which is expected to be reclassified into the company's non-operating corporate segment. Tropical Shipping is a transporter of dry and refrigerated containerized cargo and provides scheduled logistics services to and from the U.S. and Canada to 25 ports in the Bahamas and Caribbean, including scheduled interisland services between Caribbean ports. Other related services, such as inland transportation, global logistics, less than container load cargo, consolidation, project cargo management and cargo insurance also are provided by Tropical Shipping and its other related companies. Saltchuk is one of the nation's leading freight transportation and distribution companies. Founded in 1982, Saltchuk is based in Seattle and is a second-generation family business. Tropical will be Saltchuk's fifth transportation business unit of international shipping, joining its domestic shipping, tug and barge, air cargo and trucking businesses. About AGL Resources |