aquisition and profit upgrade

TOX FREE SOLUTIONS LIMITED
ABN 27 058 596 124
Operational Office: Registered Office:
Lot 4, Mason Road Level 2, 45 Stirling Hwy
Kwinana WA 6167 Nedlands WA 6009
Tel: (61 8) 9439 2362 Tel: (61 8) 9389 8799
Fax: (61 8) 9439 2363 Fax: (61 8) 9389 8327
Postal Address: Website:
PO Box 108 www.toxfree.com.au
Kwinana WA 6966
23 June 2006
AUSTRALIAN STOCK EXCHANGE LIMITED
Dear Sir / Madam
• AGREEMENT TO ACQUIRE GRIMEFIGHTERS FLUIDCLEAN PTY LTD
• PROFIT UPGRADE FROM $4,350,000 (EBITDA) TO $4,800,000 (EBITDA) FOR FINANCIAL YEAR ENDING 30 JUNE 2006
Tox Free Solutions Limited (“Tox Free”) is pleased to announce it has entered into an agreement to acquire GrimeFighters FluidClean Pty Ltd (“Grime Fighters”). The acquisition is expected to be complete on 1 August 2006. The acquisition considerably expands Tox Free capabilities and further cements the company’s position in the Industrial Services and Waste Management sector.
After considering financials for the month of May 2006 from its existing operating divisions, Tox Free is also upgrading its FY06 profit forecast from $4,350,000 (EBITDA) to $4,800,000(EBITDA).
The details of the acquisition are described below.
Grime Fighters
Grime Fighters provide industrial and waste management services in the Goldfields region of Western Australia. Their premises are located in Kalgoorlie where they operate a licensed liquid waste treatment facility, quarantine wash down bay and vehicle depot. Their main clients include the mining industry located in the Goldfields of Western Australia.
Grime Fighters have been providing services to the mining sector since 1989. Services include:
• Onsite oil purification – Specialised equipment designed to clean contaminated diesel, hydraulic and lubricating oils to enable reuse.
• Girth Gear Cleaning – Specialty cleaning of girth gears on ball mills to reduce downtime.
• Industrial high pressure water blasting.
• Tank and industrial cleaning.
• Vacuum loading and liquid waste collection – Grime Fighters has a Controlled Waste licensed Super Sucker and liquid waste vacuum tanker as well as four all terrain light vehicles.
• Liquid Waste Treatment – Grime Fighters has a licensed liquid waste treatment facility.
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• Decontamination of equipment to quarantine standards – Any equipment and materials entering into Western Australia from the east that is deemed to be a quarantine risk by AQUIS must be decontaminated and sanitised before entry in Western Australia. Grime Fighters provides decontamination services to AQUIS standards to enable the equipment to enter WA.
The Grime Fighters acquisition will commence from 1 August 2006. The purchase price for the business and assets is $2,000,000 cash plus shares in Tox Free to the value of $440,000 (minimum of 4,000,000 shares).
The Grime Fighters acquisition enables Tox Free to expand its portfolio of services into a greater geographical area of Western Australia. The acquisition also provides a synergistic benefit to Tox Free’s other subsidiaries through the capture of industrial wastes for its existing facilities.
Based on historical earnings the Grime Fighters business will contribute a minimum of $450,000 pa (EBITDA) directly to the Tox Free group. Tox Free believes through improvements in operational practice and synergistic benefits the Grime Fighters acquisition will contribute significantly more than this to the Tox Free group results.
Grime Fighters has considerable plant and equipment valued in excess of $1,000,000 which can be used to compliment the current services provided by Tox Free. Equipment includes a licensed liquid waste treatment facility, a tanker and truck fleet consisting of a Super Sucker and liquid waste tanker, ancillary vehicles, specialised high pressure water blasting equipment and an oil purification plant.
The Grime Fighters acquisition is subject to completion of final business and asset due diligence by Tox Free.
Further information on Grime Fighters services can be viewed at www.thegrimefighters.com.au
Yours faithfully
TOX FREE SOLUTIONS LIMITED
DAVID McARTHUR
Company Secretary
About Tox Free Solutions Ltd (ASX code: TOX)
Tox Free is a leader in the provision of industrial services including the management of industrial and hazardous wastes. The company operates three licensed waste management and industrial services divisions. The facilities are located in Kwinana in Perth’s Heavy Industrial area, Port Hedland within the mining and oil and gas resource area of the Pilbara and Henderson within the shipbuilding and heavy port infrastructure area of Western Australia.
The Companies unique licenses, best practice technologies and specialised services enable Tox Free to provide a broad range of industrial services including the treatment of a wide range of industrial and hazardous wastes.
For more information on Tox Frees services please visit www.toxfree.com.au
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