Covington Associates Advises Rock of Ages on Sale of Retail Operations
Boston, MA January 18, 2008 Covington Associates announced it has acted as financial advisor to Rock of Ages Corporation (NASDAQ:ROAC), a granite quarrier and manufacturer of finished granite memorials and granite blocks for memorial use, as it has sold its retail operations to PKDM Holdings, Inc.
Under the definitive stock purchase agreement for the sale of the Company's wholly owned subsidiary Rock of Ages Memorials, Inc., the Company will receive approximately $7.6 million in net cash proceeds, after closing adjustments. In addition, PKDM will be responsible for purchasing $2.1 million in inventory retained by ROAC as it is sold plus any inventory remaining after the tenth anniversary of the transaction. As part of the transaction, approximately $6.7 million of current retail liabilities, primarily customer deposit obligations, accounts payable and accrued expenses, as well as obligations under pending retail contracts for memorials, will be retained by the purchased subsidiary.
The Company will classify its retail operations as a discontinued operation as of December 31, 2007, and will record a write down in the carrying value of the retail division of approximately $6 million as of that date.
In connection with the transaction, the Company also entered into a five year supply agreement with PKDM, naming it as an authorized Rock of Ages retailer in the existing retail territories formerly serviced by its owned retail stores, and PKDM has agreed to minimum annual memorial purchases from the Company of $3.5 million during the five year period, excluding private mausoleums. PKDM has also agreed to purchase all private mausoleums it sells at retail from the Company.
"Our original plan was to build a combined wholesale and retail distribution system for granite and other memorials in the United States," said Kurt Swenson, Chairman, President and CEO. "Despite our hard work and dedication over the years to successfully implement this strategy, it has yielded mixed results at best, and our Board determined that our Company and our stockholders would be better served by disposing of our retail operations, reducing debt and returning our focus to our core quarrying and manufacturing business, including our wholesale memorial distribution system in North America. The transaction was unanimously recommended by a special committee of non-employee directors and unanimously approved by the full Board following the solicitation of bids from interested parties. Covington Associates, LLC, a Boston based investment banking firm selected by this special committee, assisted in the process and delivered a favorable opinion to the Board with respect to the fairness to the Company, from a financial point of view, of the consideration to be received by the Company in the transaction."
The Company will apply the approximately $7.6 million in net cash proceeds from the sale to reduce outstanding debt.
About Rock of Ages
Rock of Ages is a granite quarrier and manufacturer of finished granite memorials and granite blocks for memorial use in North America.
About Covington Associates LLC
Covington Associates is a specialty investment banking firm founded in 1991 serving business service, consumer, industrial, healthcare, and technology companies throughout the country. Focused on mergers and acquisitions, debt and equity capital raising, debt and equity restructuring, and strategic advisory assignments for middle market companies, Covington Associates has completed transactions ranging in value from $10 million to over $1 billion for both private and publicly traded companies.