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DBM Global Incorporated

(f/k/a Schuff International Inc.)

 

 

Support of Minority Shareholder Interests

The Shareholder Forum had offered to support Appraised Value Rights ("AVR") of DBM (f/k/a Schuff International) minority shareholders in 2014 following a $31.50 per share tender offer by the company's controlling shareholder, HC2 Holdings, Inc., with the stated intent to proceed with a short-form merger "as soon as practicable.”

HC2 acquired DBM shares in the 2014 tender offer and other purchases bringing its total holdings to 92% of outstanding DBM shares, but has not proceeded with a merger. The Forum has continued to support the minority shareholder interests of its AVR participants in this context.

 

     
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support for appraised intrinsic value realization

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DBM Global Incorporated

(f/k/a Schuff International Inc.)

 

 

AVR Status

Following its $31.50 per share tender offer to acquire 89% of Schuff stock and subsequent open market purchases to secure 90.6% ownership, HC2 Holdings, Inc., has stated its intent to proceed with a short-form merger "as soon as practicable.”

Upon HC2's notice of merger, the Forum will support demands for appraisal of DBM (f/k/a Schuff) stock for which Participants have reserved AVR Management.

 

     

Forum distribution:

Schuff rebranded as DBM, acquires PDC and BDS for BIM

 

 

Source: DBM Global Inc. f/k/a Schuff International (published by Marketwired): October 11, 2016 press release


News Room

SOURCE: DBM Global Inc.

October 11, 2016 07:00 ET

DBM Global Inc. Announces Agreement to Acquire PDC Global Detailing and Building Information Modeling Business

Also Announces Agreement to Acquire Global Steel and Rebar Detailing and BIM Firm BDS VirCon; Upon Completion of Acquisitions, DBM Global Will Offer Comprehensive Platform to Design, Build and Manage Structural Building Projects

PHOENIX, AZ--(Marketwired - Oct 11, 2016) - DBM Global Inc. (OTC PINK: DBMG), a family of companies providing fully integrated structural and steel construction services, and an operating subsidiary of HC2 Holdings, Inc. (NYSE MKT: HCHC), today announced an agreement to acquire the detailing and Building Information Modeling ("BIM") management business of PDC Global Pty Ltd. ("PDC"), a highly experienced global engineering design, detailing and 3D BIM Management company. DBM Global also announced that it has entered into a sales purchase agreement to acquire BDS VirCon, a leading global steel and rebar detailing and BIM firm. The transactions are expected to close during the fourth quarter of 2016. Financial terms for these transactions were not disclosed.

PDC is a highly experienced global engineering design, detailing and 3D BIM management company. Since its establishment in 1972, PDC has grown from a team of three to a global company with more than 400 detailing and 3D BIM personnel across offices in Australia, the Philippines and North America. The company has 40 years of experience in the resources, commercial and utilities sectors and has built its reputation on listening to clients, being responsive to their needs, being innovative, delivering relevant solutions and creating ongoing partnerships.

"Through the acquisition of PDC's detailing and BIM lines of business, which will operate under the name PDC Operations (Australia) Pty Ltd, and of BDS VirCon, DBM Global now provides a uniquely comprehensive set of services to design, build and manage steel construction projects," said Rustin Roach, President and Chief Executive Officer of DBM Global. "We are pleased to welcome our new colleagues around the world. Together, we are creating a synergistic platform of companies that offer structural building solutions for our clients inclusive of design services, BIM and virtual construction services, fabrication and erection services, as well as asset management solutions for building owners. By growing and diversifying our scope of services, we are able to offer a much larger total value proposition to our customers, which in turn strengthens our ability to continue driving value for our shareholders."

By investing in the technology side of construction and bringing together two of the premier businesses in the space, DBM Global is better aligned to play a more decisive role in using technology to improve the way projects are designed, coordinated, and ultimately built.

"Today is an important day in the history of our company," said Martyn Weir, Chief Executive Officer of PDC. "We believe this transaction will significantly benefit our business in many ways, including an enhanced relationship network that will help foster overall growth. We offer a unique BIM management and modelling service that provides significant value to our customers and believe the transaction will allow us to further accelerate these services going forward."

BDS VirCon is a leading global steel and rebar detailing and BIM firm with a long track record of iconic buildings in the U.S., Australia and the U.K. The company's model can be used as the "information center" of a project by consolidating models from other trades and enabling architects, engineers and sub-contractors to interact and collaborate during the design, engineering and construction phases.

"We are pleased to be joining the DBM Global family and look forward to working with our new colleagues on exciting projects for clients," said Vinod Muthanna, Chairman and Chief Executive Officer of BDS VirCon. "We believe this transaction will greatly enhance our presence in the U.S. and help us market our technology and services to an expanded client base."

DBM Global also announced today that it has completed its formal brand launch, which was initially announced on September 15, 2016. As part of its rebranding, DBM Global began trading over the counter under the new ticker "DBMG". This change became effective on October 5, 2016. In alignment with the rebranding, DBM Global launched a new website, which can be accessed at http://www.dbmglobal.com.

About DBM Global Inc.

DBM Global Inc. is focused on delivering world class, sustainable value to its clients through a highly collaborative portfolio of companies which provide better designs, more efficient construction and superior asset management solutions. The Company offers integrated steel construction services from a single source and professional services which include design-assist, design-build, engineering, BIM participation, 3D steel modeling/detailing, fabrication, advanced field erection, project management, and state-of-the-art steel management systems. Major market segments include commercial, healthcare, convention centers, stadiums, gaming and hospitality, mixed use and retail, industrial, public works, bridges, transportation, and international projects. When the transactions have been completed, the Company, which is headquartered in Phoenix, Arizona, will have operations in United States, Australia, Canada, India, New Zealand, Panama, Philippines, Singapore, Thailand and the United Kingdom. 

For additional information on DBM Global's majority shareholder, HC2 Holdings, Inc. (NYSE MKT: HCHC), please visit http://www.hc2.com or contact:

Andrew G. Backman
Managing Director
Investor Relations & Public Relations
abackman@hc2.com
212-339-5836

Cautionary Statement Regarding Forward-Looking Statements

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: This release contains, and certain oral statements made by our representatives from time to time may contain, forward-looking statements. Generally, forward-looking statements include information describing actions, events, results, strategies and expectations and are generally identifiable by use of the words "believes," "expects," "intends," "anticipates," "plans," "seeks," "estimates," "projects," "may," "will," "could," "might," or "continues" or similar expressions. The forward-looking statements in this press release include without limitation statements regarding our expectation regarding building shareholder value. Such statements are based on the beliefs and assumptions of DBM Global's management and the management of DBM Global's subsidiaries. The Company believes these judgments are reasonable, but you should understand that these statements are not guarantees of performance or results, and the Company's actual results could differ materially from those expressed or implied in the forward-looking statements due to a variety of important factors, both positive and negative, that may be revised or supplemented in subsequent reports on HC2 Holdings, Inc's Forms 10-K, 10-Q and 8-K. Such important factors include, without limitation, issues related to the ability of HC2 and its subsidiaries to identify any suitable future acquisition opportunities; our ability to realize efficiencies, cost savings, income and margin improvements, growth, economies of scale and other anticipated benefits of strategic transactions; difficulties related to the integration of financial reporting of acquired or target businesses; difficulties completing pending and future acquisitions and dispositions; effects of litigation, indemnification claims, and other contingent liabilities; changes in regulations and tax laws; and risks that may affect the performance of the operating subsidiaries of DBM Global. These risks and other important factors discussed under the caption "Risk Factors" in our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC"), and our other reports filed with the SEC could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release.

You should not place undue reliance on forward-looking statements. All forward-looking statements attributable to DBM Global or persons acting on its behalf are expressly qualified in their entirety by the foregoing cautionary statements. All such statements speak only as of the date made, and DBM Global undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.


Contact Information

Contact:
DBM Global Inc.
Michael R. Hill
VP and CFO
(602) 252-7787
Email: Email Contact

 

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The project supporting investor interests in Schuff International, Inc. is being conducted by the Shareholder Forum for the benefit of Participants that have reserved Appraised Value Rights ("AVR") Managment, subject to conditions including standard Forum policies that each Participant is expected to make independent use of information obtained through the Forum and that participation is considered private unless the Participant specifically authorizes identification.

Inquiries may be sent to shfk@shareholderforum.com.

The information provided to Forum participants is intended for their private reference, and permission has not been granted for the republishing of any copyrighted material. The material presented on this web site is the responsibility of Gary Lutin, as chairman of the Shareholder Forum.

Shareholder Forum™ is a trademark owned by The Shareholder Forum, Inc., for the programs conducted since 1999 to support investor access to decision-making information. It should be noted that we have no responsibility for the services that Broadridge Financial Solutions, Inc., introduced for review in the Forum's 2010 "E-Meetings" program and has since been offering with the “Shareholder Forum” name, and we have asked Broadridge to use a different name that does not suggest our support or endorsement.

 

 

 

The project supporting investor interests in DBM Global Incorporated (f/k/a Schuff International, Inc.) is being conducted by the Shareholder Forum for the benefit of Participants that have reserved Appraised Value Rights ("AVR") Management, subject to conditions including standard Forum policies that each Participant is expected to make independent use of information obtained through the Forum and that participation is considered private unless the Participant specifically authorizes identification.

Inquiries may be sent to shfk@shareholderforum.com.

The information provided to Forum participants is intended for their private reference, and permission has not been granted for the republishing of any copyrighted material. The material presented on this web site is the responsibility of Gary Lutin, as chairman of the Shareholder Forum.

Shareholder Forum™ is a trademark owned by The Shareholder Forum, Inc., for the programs conducted since 1999 to support investor access to decision-making information. It should be noted that we have no responsibility for the services that Broadridge Financial Solutions, Inc., introduced for review in the Forum's 2010 "E-Meetings" program and has since been offering with the “Shareholder Forum” name, and we have asked Broadridge to use a different name that does not suggest our support or endorsement.