Basin Water, Inc. Acquires Bioreactor and Biofilter Business of Shaw Environmental & Infrastructure, Inc.
22 Settembre 2008 - 2:15PM
Business Wire
Basin Water, Inc. (NASDAQ:BWTR) today announced that it has
acquired the bioreactor and biofilter business of Shaw
Environmental & Infrastructure, Inc., (Shaw) for $1.5 million
cash (subject to adjustment for working capital) plus the
settlement of a disputed claim against Shaw for amounts Basin Water
claims to be owed by Shaw. That dispute involves an ion exchange
unit purchase agreement executed by Basin Water and Shaw on
December 23, 2005, (2005 Purchase Agreement) which was structured
as a $5 million sale of water treatment units by Basin Water to
Shaw in two parts: (1) a sale of three water treatment systems in
2005 for total consideration of approximately $2.3 million and (ii)
a sale of additional water treatment systems in 2006 for total
consideration of approximately $2.7 million (subsequently adjusted
to $2.5 million). In settling this dispute, Shaw relinquishes
whatever claims to or rights it may have under the 2005 Purchase
Agreement generally, and in particular to the ion exchange units
that were the subject of the agreement. In the transaction, Basin
Water acquired the assets of Shaw�s bioreactor and biofilter
business, which include the design and supply of fluidized bed,
membrane, and suspended carrier bioreactors for the treatment of
groundwater and wastewater streams in industrial, municipal and
federal applications. The business also includes the design and
supply of biofilters for the treatment of air streams from
municipalities and industry for the removal of odor-causing and
other contaminants. �We believe this transaction will further
enhance our ability to treat organic contaminants in both the
municipal and industrial arenas,� said Basin Water President and
Chief Executive Officer Michael Stark. �By applying our business
model of providing systems along with long-term service contracts
to the bioreactor product lines, we expect, over time, to add a new
growth element to the process design, project execution and
intellectual property base that makes up the acquired business,�
Mr. Stark said. �Where customers with installed bioreactors so
desire, we expect to provide them with long-term service contracts
that guarantee performance and costs of controllable elements of
operation. We also expect to provide service options to new
customers going forward. �The acquisition also will bring to Basin
Water a team of approximately 20 experienced and capable engineers,
scientists and design professionals who will enhance our ability to
provide our full line of cost-effective, technology driven
treatment systems to the market. This team developed the
bio-filtration technologies that we are acquiring. They share our
passion for excellence and commitment to customer service through
implementation of superior technologies. �In addition, the
transaction will provide Basin Water with a significant presence in
the Northeast via a facility in the Trenton, N.J. area,� Mr. Stark
said. In addition, Basin Water shall have the title to and the
right to resell the ion exchange treatment units that are the
subject of the 2005 Purchase Agreement with Shaw. Basin Water can
deploy these units very rapidly to customers whose requirements can
be met by those units, the Company said. About Basin Water Basin
Water, Inc. designs, builds and implements systems for the
treatment of contaminated groundwater and industrial process water.
It provides reliable sources of drinking water for many
communities, and the ability to comply with environmental standards
and recover valuable resources from process and waste water
streams. Basin Water has developed proprietary, scalable
ion-exchange and other proprietary treatment systems that
effectively process contaminated water in an efficient, flexible
and cost effective manner. Additional information may be found on
the Company's web site: www.basinwater.com. Forward-Looking
Statements This press release contains "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act
of 1995. These statements, including expectations relating to
future revenues and income, the Company's ability to gain new
business and control costs, involve risks and uncertainties, as
well as assumptions that, if they prove incorrect or never
materialize, could cause the results of the Company to differ
materially from those expressed or implied by such forward-looking
statements. Actual results may differ materially from these
expectations due to various risks and uncertainties, including: the
Company�s ability to integrate the bioreactor and biofilter
business and operate it on a profitable basis, the Company�s
ability to retain the employees associated with the bioreactor and
biofilter business, the Company�s ability to resell the units that
are the subject of the 2005 Purchase Agreement with Shaw, the
effect of any potential restatement of the Company�s financial
statements, the Company's limited operating history, significant
operating losses associated with certain of the Company's
contracts, the Company's ability to identify and consummate other
acquisition opportunities that improve the Company's revenues and
profitability, significant fluctuations in its revenues from period
to period, its ability to effectively manage its growth, the
success of the Company's strategic partners, its long sales cycles,
market acceptance of its technology, the geographic concentration
of its operations and customers, its ability to meet customer
demands and compete technologically, the Company's ability to
protect its intellectual property, regulatory approvals of the
Company's systems, changes in governmental regulation that may
affect the water industry, particularly with respect to
environmental laws, the Company's ability to attract and retain
qualified personnel and management members, the Company's ability
to manage its capital to meet future liquidity needs, changes in
the board of directors and the timing of the Company's stock
repurchases, if any. More detailed information about these risks
and uncertainties are contained in the Company's filings with the
Securities and Exchange Commission, including the company's Annual
Report on Form 10-K for the year ended December 31, 2007 and
subsequent Quarterly Reports on Form 10-Q. The Company assumes no
obligation to update these forward-looking statements to reflect
any change in future events.
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