MARKET WIRE NEWS

Atlas Engineered Products Announces Acquisition of Penn-Truss MFG Inc. in Saskatchewan, Canada

MWN-AI** Summary

Atlas Engineered Products (AEP), a Canadian firm focused on engineered wood products, announced its acquisition of Penn-Truss MFG Inc., a manufacturer based in Saltcoats, Saskatchewan, effective July 24, 2025. This strategic move marks AEP's tenth manufacturing facility and its first in Saskatchewan, significantly expanding its national footprint across the Canadian Prairies.

AEP's CEO, Hadi Abassi, highlighted the operational synergies that can be achieved by sharing resources between the new facility and AEP's existing site in Manitoba. The acquisition comes at a time when the construction market in Saskatchewan and Manitoba has shown substantial growth, pointing to promising opportunities ahead for AEP and its newly acquired assets.

The purchase price for Penn-Truss was set at $3.8 million, with a portion of the payment subject to performance-related adjustments, based on the company's fiscal 2025 earnings before interest, taxes, depreciation, and amortization (EBITDA). Over the past fiscal year, Penn-Truss reported revenues exceeding $8.7 million with an adjusted EBITDA of approximately $500,000.

Investors are likely to view this acquisition positively, given that it not only diversifies AEP's operations but also provides it with a delivery radius that serves a significant segment of Western Canada. Moreover, the integration process is expected to enhance operational efficiencies and amplify growth avenues, especially in wall panel manufacturing, an area that Penn-Truss had explored previously but had not pursued vigorously.

Overall, the acquisition aligns with AEP's growth strategy, allowing the company to capitalize on the fragmented nature of the Canadian truss and engineered products industry while enhancing its market presence in Saskatchewan.

MWN-AI** Analysis

Atlas Engineered Products (AEP) recently announced the strategic acquisition of Penn-Truss MFG Inc., marking a significant expansion into Saskatchewan's growing engineered wood products market. This acquisition brings AEP’s manufacturing facilities to ten and promises to enhance operational synergies, particularly given the proximity to their existing facility in Manitoba.

The transaction is valued at $3.8 million, with a well-structured payment plan incorporating performance-based metrics contingent on Penn-Truss' fiscal 2025 performance. Notably, AEP projects normalized EBITDA for Penn-Truss to align with its three-year average of $955,000, indicating potential for a robust return on investment, particularly as demand for housing and related products strengthens in the Prairies.

From a market perspective, this acquisition comes at a time when revenue benchmarks are promising; Penn-Truss reported revenues exceeding $8.7 million for the fiscal year ending December 31, 2024. Furthermore, the geographic expansion into Saskatchewan complements AEP’s strategic growth strategy, allowing it to tap into previously underserved markets with established delivery networks.

Investors should view this acquisition positively since it positions AEP to exploit economies of scale and optimize operational efficiencies. The company is also targeting organic growth opportunities, particularly in wall panel manufacturing, which could diversify its product offerings and revenue streams.

However, potential investors should approach with caution and consider macroeconomic factors, such as fluctuations in interest rates and housing market conditions that could impact overall performance. AEP has historically shown strong management under CEO Hadi Abassi, making it an attractive proposition for long-term investment, particularly if performance metrics from the acquired facility meet or exceed projections.

Overall, positioning AEP as a key player in the engineered products sector could yield substantial growth, making it a stock to watch for investors focusing on the construction and building material industries.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: Canada Newswire

Canada NewsWire

NANAIMO, BC , July 24, 2025 /CNW/ - Atlas Engineered Products ("AEP" or the "Company") (TSXV: AEP) (OTC Markets: APEUF) announced today that the Company has completed the acquisition of Penn-Truss MFG Inc. ("Penn-Truss") located in Saltcoats, Saskatchewan, Canada . Penn-Truss is a manufacturer of roof and floor trusses and a supplier of engineered wood products ("EWP").

"I am excited to announce the acquisition of our 10 th manufacturing facility and our 1 st facility in Saskatchewan . This acquisition expands our national footprint with more coverage through the Canadian Prairies," said Hadi Abassi, CEO, President and Founder of the Company. "Penn-Truss in Saskatchewan is close enough to our South Central facility in Manitoba that they can share some resources and build synergies that will increase efficiencies in the Prairie market. The market across Saskatchewan and Manitoba has picked up significantly since the beginning of 2025 and we look forward to the overall growth potential Penn-Truss will bring to the AEP group."

The acquisition of Penn-Truss was completed effective July 24 th , 2025.  To acquire all the issued and outstanding shares of Penn-Truss, the Company paid a purchase price of $3.8 million with a working capital adjustment to be determined and finalized within 60 days of closing date of the SPA. The purchase price will be paid for as follows: $760,000 in cash nine months post closing (subject to the working capital adjustment), up to $760,000 in cash or shares of AEP at the discretion of AEP based on the performance of Penn-Truss for fiscal 2025, and the remaining in cash at closing. The performance component will be determined based on adjusted EBITDA to be finalized within five business days of filing the Company's fiscal 2025 audited financial results, and the number of shares issued will be based on price per share equal to the greater of (i) the 10-day volume weighted average price ("VWAP") of the common shares at the time of determining the earnout amount, and (ii) market price of the common shares at the time of determining the earnout amount, provided that in no event shall such price be lower than the discounted market price (determined in accordance with the TSX Venture Exchange policies) of the common shares as of the day prior to today's date.

Unaudited fiscal year ended December 31, 2024 , Penn-Truss generated just over $8.7 million in revenues and non-IFRS financial measure normalized EBITDA of approximately $500,000 (see "Non-GAAP/Non-IFRS Financial Measures"). The three-year average non-IFRS financial measure normalized EBITDA was approximately $955,000 , resulting in a 3.98x EBITDA for the business operations (excluding the land and buildings which were not purchased by the Company). The Company anticipates normalized EBITDA for fiscal 2025 to be closer to the three-year average.

The location and equipment were key considerations in this acquisition. The site strategically broadens AEP's national presence, marking its initial entry into Saskatchewan with an established 600km delivery radius based on historical business patterns. Furthermore, an independent appraisal assessed the fair market value of all equipment at $3.1 million . Looking ahead, the Company expects to leverage its operating synergies and purchasing power to enhance Penn-Truss' operations through the integration process. The Company has also identified significant opportunities for organic growth through wall panel manufacturing and market expansion. Penn-Truss has done some wall panel manufacturing in the past, but it has not been a significant or regular part of their operation.

Non-GAAP / Non-IFRS Financial Measures

Certain financial measures in this news release do not have any standardized meaning under IFRS and, therefore are considered non-IFRS or non-GAAP measures. These non-IFRS measures are used by management to facilitate the analysis and comparison of period-to-period operating results and to assess whether Penn-Truss's operations are generating sufficient operating cash flow to fund working capital needs and to fund capital expenditures. As these non-IFRS measures do not have any standardized meaning under IFRS, these measures may not be comparable to similar measures presented by other issuers. The non-IFRS measures used in this news release may include "EBITDA", "adjusted EBITDA", and "normalized EBITDA". For a description of the composition of these measures as determined by the Company, please refer to AEP's Management's Discussion and Analysis for the three months ended March 31, 2025 under "Non-IFRS / Non-GAAP Financial Measures", available on AEP's website at www.atlasengineeredproducts.com or on SEDAR+ at www.sedarplus.ca.

About Atlas Engineered Products Ltd.

AEP is a growth company that is acquiring and operating profitable, well-established operations in Canada's truss and engineered products industry. We have a well-defined and disciplined acquisition and operating growth strategy enabling us to scale aggressively and apply new automated technologies, giving us a unique opportunity to consolidate a fragmented industry of independent operators.

Company contact details:
Hadi Abassi, CEO & President, Founder
Atlas Engineered Products Ltd.
Email: info@atlasep.ca
250-754-1400
PO Box 37036 Country Club PO
Nanaimo, BC V9T 6N4
www.atlasengineeredproducts.com

FORWARD LOOKING INFORMATION
Information set forth in this news release contains forward-looking statements, including statements with respect to: AEP's ability leverage its operating synergies and purchasing power to enhance Penn-Truss' operations through the integration process; opportunities for organic growth through wall panel manufacturing and market expansion; and normalized EBITDA for fiscal 2025 . These statements reflect management's current estimates, beliefs, intentions and expectations; they are not guarantees of future performance. Although AEP believes that the expectations reflected in the forward looking statements are reasonable, there is no assurance that such expectations will prove to be correct, or that such future events will occur in the disclosed time frames or at all.  AEP cautions that all forward looking statements are inherently uncertain and that actual performance may be affected by a number of material factors, many of which are beyond AEP's control.  Such factors include, among other things: risks and uncertainties related to the housing market, changes in interest rates and other risks and uncertainties relating to AEP, including those described in the Management's Discussion and Analysis ("MD&A") for AEP's three months ended March 31 , 2025.  Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward-looking information. Except as required under applicable securities legislation, AEP undertakes no obligation to publicly update or revise forward-looking information.

NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

SOURCE Atlas Engineered Products Ltd.

View original content: http://www.newswire.ca/en/releases/archive/July2025/24/c2567.html

FAQ**

How does the acquisition of Penn-Truss MFG Inc. support Atlas Engineered Products Ltd. AEP:CC's growth strategy in the Canadian truss and engineered wood products market?

The acquisition of Penn-Truss MFG Inc. enhances Atlas Engineered Products Ltd.'s growth strategy by expanding its production capacity, diversifying its product offerings, and strengthening its market position in the Canadian truss and engineered wood products sector.

What specific synergies and efficiencies does AEP anticipate from the integration of Penn-Truss MFG Inc. with its South Central facility in Manitoba?

AEP anticipates achieving enhanced operational efficiencies, streamlined production processes, and improved resource allocation through the integration of Penn-Truss MFG Inc. with its South Central facility in Manitoba, ultimately driving cost savings and increased output.

Can you elaborate on the expected impact of the SBA's working capital adjustment on Atlas Engineered Products Ltd. AEP:CC's financial position post-acquisition of Penn-Truss?

The SBA's working capital adjustment is anticipated to enhance Atlas Engineered Products Ltd.'s liquidity and financial stability post-acquisition of Penn-Truss, enabling effective integration and potential growth through better resource allocation.

What are the key challenges AEP might face during the integration of Penn-Truss MFG Inc. and how will they address them to maximize the acquisition's value?

AEP may face challenges in cultural integration, operational alignment, and realizing synergies, which they can address through effective communication, aligning goals, training programs, and fostering collaboration to ensure a seamless transition and maximize acquisition value.

**MWN-AI FAQ is based on asking OpenAI questions about Atlas Engineered Products Ltd (OTC: APEUF).

Atlas Engineered Products Ltd

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