Agility Fuel Systems, a Santa Ana, California manufacturer and provider of compressed and liquid natural gas fuel systems for commercial vehicles, sought to merge with certain operations of Hexagon Composites and create a new entity, Agility Fuel Solutions. To execute on this complex, cross-border deal, Agility turned to Goodwin.
The transaction included multiple highly structured, and tax driven transactions which demanded a combination of private and public company expertise. Goodwin took a flexible and sophisticated approach while working collaboratively across multiple fronts: between Agility, Hexagon, and the existing investor group at Agility. The resulting merger will combine Agility and the bus systems and certain compressed-gas cylinder operations of Norway-based Hexagon, a global leader in equipment for natural gas vehicles. Both companies underwent significant internal reorganizations as part of the transaction in order to effect the combination in a preferred tax position.
The merger is expected to help lower costs for clean transportation technologies and drive the adoption of natural gas in the world’s commercial vehicle fleets. The new entity, Agility Fuel Solutions, will be owned equally by Agility's current investors and Hexagon. The combined company will have more than 400 employees and operations in the United Stated, Canada, Brazil and Norway, including five manufacturing facilities in North America, South America and Europe, two research and development centers, and sales offices on four continents.