Able Advances All American Acquisition

Deal has $35 million-plus price tag

Published in CSP Daily News

ROCKAWAY, N.J. -- Able Energy Inc. said it has filed Form 8-K with the U.S. Securities & Exchange Commission detailing the terms of a definitive agreement to acquire the outstanding stock of All American Plazas Inc., a privately held company headquartered in Myerstown, Pa.

All American Plazas owns and operates interstate travel centers in four northeastern states with annual revenues in excess of $131 million for its fiscal year ending Sept. 30, 2004.

The initial terms of the agreement call for Able to pay $35 million for [image-nocss] All American Plazas through the issuance of 11.7 million shares of restricted Able common stock at a per share price of $3 to the current shareholders of All American Plazas.

Also, All American Plazas will receive an additional $10 million in $3 restricted stock if it successfully completes a refinancing arrangement by Dec. 31, 2005. This separate refinancing agreement will provide All American Plazas with approximately $35 million to be used to restructure existing debt at a lower interest rate as well as provide working capital.

Once the acquisition is completed, All American Plazas will be a wholly owned operating subsidiary of Able Energy.

Rockaway, N.J.-based Able Energy said it believes that the combination of these two energy companies will create a new combined company that will have improved market opportunities for heating, diesel and other fuels along with greater financial market recognition with about $200 million in combined revenues.

Chris Westad, Able's president and interim CEO, said, "It just makes sense to bring these two successful energy companies together. All American Plazas has enjoyed growth along with improving operations in the vital Northeast travel center business supporting our nation's truckers. The combination of our two organizations will provide greater joint fuel-buying opportunities, administrative economies of scale and also form the platform for future energy related acquisitions."

Currently, both Able and All American Plazas have joint sponsorship through a combined marketing arrangement with a major fuel supplier that not only provides fuel to both companies, but also provides supply chain management. This arrangement is a key element in the combined companies' business plan to build a virtual network to expand the companies' fuel distribution business throughout the United States.

Able is a holding company for five operating subsidiaries, which are engaged in the retail distribution of, and the provision of services relating to home heating oil, diesel fuel and kerosene, and in addition, Able provides complete HVAC installation and repair.