Finning International Inc. has entered into a definitive agreement to sell 100 percent of its mobile on-site refueling business to affiliates of H.I.G. Capital for a total purchase price of up to $400 million, subject to customary closing adjustments. Including leases and other indebtedness of approximately $50 million, the total implied transaction value is about $450 million.
4Refuel is a leading North American mobile on-site liquid refueling company providing on-site wheel-to-wheel and bulk fuel delivery through a workforce of approximately 650 employees, serving customers in the transportation, construction, waste management, food & beverage, and other critical industries.
“We would like to extend our gratitude to all of the 4Refuel employees for their contribution, dedication and consistently strong execution,” said Kevin Parkes, president and CEO of Finning. “The decision to sell 4Refuel was carefully considered as we evaluated our strategic direction, core dealership operations, and return on invested capital objectives. We believe H.I.G. is the right partner to support 4Refuel’s long-term growth and we wish the 4Refuel team success in the future.
“Since we acquired the business in 2019, 4Refuel has generated strong growth and returns for our shareholders, including delivering significant free cash flow. This transaction represents another successful example of executing our invested capital improvement plan to unlock more than $450 million of invested capital as outlined at our Investor Day in 2023. This transaction will allow us to simplify our operations and focus on i) maximizing product support; ii) generating improved and more resilient earnings by lowering our annual SG&A; and iii) creating sustainable growth around our core dealership operations.”
Under the terms of the transaction, Finning will receive consideration of approximately $400 million, of which $330 million will be payable in cash upon closing, subject to customary closing adjustments, and includes a $50 million note receivable and up to $20 million of contingent consideration that is payable over two years, subject to the achievement of certain financial performance metrics. The purchaser is expected to assume lease liabilities and other indebtedness of approximately $50 million.
The net proceeds of the transaction are expected to be used to repurchase shares under its normal course issuer bid, subject to market conditions, to pay down Finning’s credit facility, and to reinvest into core dealership operations. Finning expects the transaction, and planned share repurchases to be accretive to earnings per share.
The Finning board of directors has approved the transaction. The transaction is anticipated to close in the third quarter of 2025, subject to customary closing conditions, including all necessary regulatory approvals.
Divestment of ComTech
Separately, Finning and the other shareholders of Compression Technology Corp., have entered into a series of agreements to sell ComTech to a third party for a total implied transaction value of $40 million, including leases and indebtedness. Closing of this transaction is anticipated in the second quarter of 2025, subject to customary closing conditions.
During the first quarter, Finning performed a review and determined that the operations of ComTech no longer represented a core part of its business. In the three months ended March 31, 2025, in line with the implied transaction value, Finning recorded an impairment loss of $45 million, of which $29 million after-tax was attributable to the shareholders of Finning.
In the year ended December 31, 2024, 4Refuel and Finning’s 54.5-percent interest in ComTech generated in aggregate more than $190 million of net revenue, incurred $85 million of SG&A, and generated $72 million of EBITDA, and $37 million of EBIT.
Borden Ladner Gervais LLP acted as legal counsel to Finning on the sale of both 4Refuel and ComTech and CIBC Capital Markets acted as financial advisor to Finning on the sale of 4Refuel.
