Published: April 06, 2005
HouseRaising Goes National Acquiring COBS Homes
With Home Depot as a Marketing Partner, COBS Has 175 Home Projects Currently Underway With Values of $90 Million
HRI Projects Consolidated Revenues of $100 Million and EBITDA of $10 Million in 2006
HouseRaising, Inc. ("HRI" or
the "Company") announced today that it has entered into a binding agreement
to acquire COBS Homes ("COBS"), a privately held national building
management company operating in 46 states. Headquartered in Oceanside,
California, COBS has distinguished itself as one of the nation's
fastest-growing online homebuilder management companies. COBS is further
supported by a marketing partnership with Home Depot, which is expected to
continue following the completion of the merger.
COBS Current Business:
COBS reports 140 home projects closed in 2004, representing a total home
value of more than $70 million. These projects generated fee revenues for
COBS of just over $5,000,000 on an unaudited basis. One-third of the
projects were located in California. As of March 2005, COBS has 175
projects underway. With the number of prospects in its sales pipeline,
COBS expects to close approximately 215 home projects during 2005, ending
the year with close to 300 projects underway going into 2006. The 215
projects COBS expects to close during 2005 represent $100 million in total
home values and will create fee revenues close to $7 million. Once the
acquisition of COBS is completed, revenues will immediately accrete to the
earnings of HouseRaising, Inc.
Synergistic Growth of HouseRaising and COBS Businesses Combined:
After the integration of COBS' operations, HouseRaising projects that it
will convert 25 of COBS pending management sales contracts into
design/build projects, whereby HouseRaising will be retained as the turnkey
homebuilder. Closing 15 of the 25 COBS projects by year-end, HouseRaising
estimates that its revenues in 2005 on an as-completed basis combined with
COBS will total $20 million with an EBITDA of close to $1 million.
According to HouseRaising, these forecasts have a reasonable basis in fact
when combining the operations of COBS and HouseRaising.
HouseRaising projects that in 2006 it will convert 100 of COBS' sales into
design/build projects, producing consolidated revenues in excess of $100
million with EBITDA projected to be over $10 million. It is important to
realize that these assumptions are based on the acquisition of COBS. The
acquisition is contingent upon a satisfactory three-year audit of COBS'
books and records, completion of a satisfactory due diligence investigation
and obtaining four-year non-compete agreements from the principals of COBS
Homes. Also, according to the contract, the merger must close by June
17th, 2005.
Charles Skibo, Chairman of HRI, commented, "We are proud that COBS Homes
has decided to become part of our Company and participate in our growth.
In addition to the operations of our respective companies being highly
compatible, the synergies created with this acquisition allow us to
immediately increase our revenue base. Expanding our geographic presence
into California and nationally allows us to take advantage of our
Internet-based homebuilding system. COBS has invested five years into
developing a national marketing and support program while HouseRaising
focused on developing a homebuilding company and management process that
will increase COBS' profits while maintaining lower prices for their
homebuyers. This acquisition represents a significant part of our goal to
grow the company and allows us to open a HouseRaising Design Center in
Southern California several years ahead of schedule."
"We began following COBS' progress close to two years ago," stated Robert
V. McLemore, HouseRaising's Founder and President. "By integrating our
System C into COBS' existing operation, HouseRaising will increase COBS'
revenues and margins while maintaining lower costs to homebuyers. Through
an excellent marketing program, thousands of prospective homebuyers contact
COBS each year seeking assistance in planning and building custom home
projects where the buyers manage the homebuilding process without a
builder. For the right individuals, COBS' program offers a reasonable and
sound way for homebuyers to save money. The combined companies will
continue to provide these services to the public."
Revenue and EBITDA Projections are Based On HRI's Ability to Convert 25
Projects in 2005 and 100 Projects in 2006 and Successful Implementation of
System C:
"HouseRaising bases its 2005 and 2006 projections in part upon increasing
COBS' sales contracts due to the added value proposition provided by use of
System C, its management platforms, affiliated vendors and design centers.
Within 90 days of closing, COBS will begin utilizing HouseRaising's
HomeBuyerDirect program that will provide contracts with alternate options
where homebuyers act as General Contractor on the projects with varying
degrees of direct support from HRI. System C provides a builder-manager to
oversee the projects and provides affiliated vendors that represent
predictable quality at savings to each home," said McLemore.
Based on historical data, for every 1,000 prospects contacting COBS homes,
approximately 20 or 2% sign contracts for services. Another of the
synergies in the acquisition is the belief that when HouseRaising contacts
the 980 of the 1,000 prospects that did not commit to use COBS,
reintroducing turn-key pricing options, where HouseRaising is financially
responsible for building the home complete, the company will convert
between 2% and 4% of the prospects into sales.
Costs of the Acquisition and Employment Contracts:
Cost of the acquisition and ongoing employee agreement is valued at just
over $5 million and will be completed through an Agreement and Plan of
Merger. HouseRaising will pay approximately $3.25 million in cash to
acquire COBS and its management software and will issue approximately $1.75
million in restricted stock tied to a non-compete agreement and 4-year
work-out plans with COBS' executive employees. Rob Mackle, COBS'
President, will become President of HouseRaising's HomeBuyerDirect
division, an Internet based home management company. COBS executive staff
and support employees will continue working in the COBS organization as a
HouseRaising subsidiary. Accordingly, the Company expects to file details
of this transaction and complete the merger in the near future.
About HouseRaising, Inc.
HouseRaising, Inc.'s operations consists of three (3) wholly owned
subsidiaries: HouseRaisingUSA (HR-USA); HR HomeBuyerDirect (HBD); and
HouseRaisingAcademy (HRA). HR-USA manages regional companies that design
and build homes for discriminating homebuyers. HR-HBD is an Internet-based
company working for homebuyers desiring to act as the builder of their own
home. COBS Homes will be a wholly owned subsidiary of HR-HBD. HRA is an
Internet-based technology company providing management software and support
structure for all HouseRaising activities. Each entity functions as a
profit center for HouseRaising, Inc.
For more information, please visit the company's website at
.
Certain information contained in these materials is "forward-looking"
information, such as projections, estimates, pro formas, or statements of
intentions, expectations or plans. All forward-looking information is
subject to known and unknown risks and uncertainties, many of which are
outside of the control of the company. Consequently, actual results may,
and probably will, differ materially from the results contemplated in such
forward-looking information. Final closing of the cobs transaction will be
subject to final due diligence and closing of a private placement to fund
the acquisition with HouseRaising's financial partners.
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