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ENERFLEX SYSTEMS LTD. ANNUAL INFORMATION FORM For the ...

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<strong>ENERFLEX</strong> <strong>SYSTEMS</strong> <strong>LTD</strong>. – <strong>ANNUAL</strong> <strong>IN<strong>FORM</strong>ATION</strong> <strong>FORM</strong><br />

<strong>For</strong>eign currency exchange<br />

Enerflex, a Canadian company, is exposed to foreign exchange risk when it buys or sells goods or services in foreign<br />

currencies. As <strong>the</strong>se foreign currencies depreciate against <strong>the</strong> Canadian dollar, it makes <strong>the</strong> Company’s products<br />

exported from Canada more expensive in <strong>the</strong> foreign currency, while reducing <strong>the</strong> relative cost of inputs purchased<br />

in <strong>the</strong> same currency.<br />

The Company manages most of this inherent risk through a variety of contractual means, but currency risk cannot be<br />

eliminated entirely. Enerflex has foreign subsidiaries in Australia, Indonesia, <strong>the</strong> Ne<strong>the</strong>rlands and <strong>the</strong> United States,<br />

and interests in joint ventures in Pakistan and Germany. These expose <strong>the</strong> Company to changes in <strong>the</strong> exchange<br />

rates for <strong>the</strong> currencies of each country in addition to changes in <strong>the</strong> Canadian and U.S. dollar.<br />

The following table highlights Bank of Canada noon rates for years ended December 31, 2004 and 2003:<br />

Currency December 31, 2004 December 31, 2003<br />

US Dollar 1.2036 1.2924<br />

Australian Dollar 0.9388 0.9731<br />

EURO 1.6292 1.6280<br />

UK Pounds 2.3062 2.3066<br />

<strong>For</strong>eign operations<br />

Enerflex sells products and services throughout <strong>the</strong> world. While this diversification is desirable, it can expose <strong>the</strong><br />

Company to risks related to cultural, political and economic factors of foreign jurisdictions which are beyond <strong>the</strong><br />

control of <strong>the</strong> Company. O<strong>the</strong>r issues, such as <strong>the</strong> quality of receivables may also arise. Enerflex seeks to mitigate<br />

<strong>the</strong>se risks by using staff experienced in foreign operations and closely monitoring <strong>the</strong> exposure it maintains in<br />

foreign currencies and international operations.<br />

Distribution agreements<br />

One of <strong>the</strong> Company’s strategic assets is its distribution and Original Equipment Manufacturer agreements with<br />

leading manufacturers, notably <strong>the</strong> Waukesha Engine, division of Dresser Inc., for engines and parts, and Ariel<br />

Corporation for compressors. In <strong>the</strong> event that one or more of <strong>the</strong>se agreements were to be terminated, Enerflex<br />

would lose a competitive advantage.<br />

Enerflex and its people make it a priority to maintain and enhance <strong>the</strong>se strategic relationships.<br />

Competition<br />

The Company has a number of competitors in all aspects of its business, both domestically and abroad. Some of<br />

<strong>the</strong>se competitors, particularly in <strong>the</strong> Fabrication segment, are large, multi-national companies with greater access to<br />

resources and more experience in international operations <strong>the</strong>n Enerflex. Within Canada, particularly in <strong>the</strong> Service<br />

segment, <strong>the</strong> Company has a number of small to medium sized competitors as well, who may not have access to <strong>the</strong><br />

capital and resources that Enerflex has, but may also face lower overhead costs than <strong>the</strong> Company.<br />

Availability of Raw Materials, Component Parts or Finished Products<br />

Enerflex purchases a broad range of materials and components in connection with its manufacturing and service<br />

activities. The Company purchases most of its compressors and engines through distribution agreements with Ariel<br />

Corporation for compressors and Waukesha Engine, a division of Dresser Inc., for natural gas engines and parts.<br />

The Company has had a relationship with both of <strong>the</strong>se companies since 1980. Additionally, <strong>the</strong> Company has<br />

relationships with a number of o<strong>the</strong>r suppliers including Kobelco Compressors (America) Inc., Mycom Group Inc.,<br />

and Caterpillar Inc. The availability of <strong>the</strong> component parts and <strong>the</strong> delivery schedules provided by <strong>the</strong>se suppliers<br />

affect <strong>the</strong> assembly schedules of <strong>the</strong> Company’s production and services.<br />

Enerflex purchases coolers for its compression packages from a limited number of suppliers. The production<br />

schedules and delivery time tables from <strong>the</strong>se suppliers affects <strong>the</strong> assembly schedule of <strong>the</strong> Company’s products.<br />

Though <strong>the</strong> Company is generally not dependent on any single source of supply, <strong>the</strong> ability of suppliers to meet<br />

performance, quality specifications and delivery schedules is important to <strong>the</strong> maintenance of customer satisfaction.<br />

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