Canam Group Announces Completion of Going-Private Transaction by a Group of Investors led by the Dutil Family
July 1, 2017
All amounts in this press release are in Canadian dollars unless otherwise specified.
(Saint-Georges, QC) — Canam Group Inc. (TSX: CAM) (“Canam” or the “Corporation”) announced today the successful completion of the previously announced statutory arrangement under the Business Corporations Act (Québec) (the “Arrangement”) pursuant to which Canaveral Acquisition Inc. (the “Purchaser”), a company held by members of the Dutil family (the “Family Group”), American Industrial Partners, Caisse de dépôt et placement du Québec (“Caisse”) and Fonds de solidarité FTQ (“FSTQ” and, collectively with the Family Group and Caisse, the “Rollover Shareholders”), has acquired all of the issued and outstanding common shares of Canam (the “Shares”), except for the Shares contributed directly or indirectly by the Rollover Shareholders to the Purchaser (the “Rollover Shares”) in exchange for shares of the Purchaser, for a cash consideration of $12.30 per Share.
The Purchaser has delivered to Computershare Trust Company of Canada (“Computershare”), the depositary for the Arrangement, sufficient funds to enable it to make payments to the Shareholders (other than Rollover Shareholders) pursuant to the terms of the Arrangement. In accordance with the Arrangement, payment will be made by the depositary to the Shareholders (other than Rollover Shareholders) as soon as practicable following the date hereof.
Letters of transmittal have been mailed to registered Shareholders and are also available under the profile of Canam at www.sedar.com. The letter of transmittal explains how registered Shareholders can deposit and obtain payment for their Shares. Registered Shareholders must return their duly completed letters of transmittal to Computershare in order to receive the consideration to which they are entitled for their Shares. Non-registered Shareholders should carefully follow the instructions from the broker, investment dealer, bank, trust company, custodian, nominee or other intermediary that holds Shares on their behalf.
It is anticipated that the Corporation’s Shares will be delisted from the Toronto Stock Exchange at the end of trading on or about July 5, 2017.
About Canam Group Inc.
Canam specializes in designing integrated solutions and fabricating customized products for the North American construction industry. Each year, Canam takes part in an average of 10,000 building, structural steel and bridge projects, which can also include the supply of preconstruction, project management and erection services. The Corporation operates 23 plants across North America and employs over 4,650 people in Canada, the United States, Romania and India.
About American Industrial Partners
American Industrial Partners is an operationally oriented middle-market private equity firm that makes control investments in North American-based industrial businesses serving domestic and global markets. The firm has deep roots in the industrial economy and has been active in private equity investing since 1989. To date, American Industrial Partners has completed over 70 platform and add-on transactions and currently has US$4.1 billion of assets under management on behalf of leading pension, endowment and financial institutions. American Industrial Partners invests in all forms of corporate divestitures, management buyouts, recapitalizations, and going-private transactions of established businesses with leading market shares with revenues of between US$200 million to US$2 billion.
About Caisse de dépôt et placement du Québec
Caisse is a long-term institutional investor that manages funds primarily for public and parapublic pension and insurance plans. As at December 31, 2016, Caisse held $270.7 billion in net assets. As one of North America’s leading institutional fund managers, Caisse invests globally in major financial markets, private equity, infrastructure and real estate.
About Fonds de solidarité FTQ
FSTQ is a development capital fund that channels the savings of Quebecers into investments. As at November 30, 2016, the organization had $12.2 billion in net assets, and through its current portfolio of investments has helped create and protect over 187,000 jobs. FSTQ is a partner in more than 2,600 companies and has nearly 618,000 shareholder-savers. For more information, visit fondsftq.com.
Caution Regarding Forward-looking Statements
This press release may contain forward-looking statements that involve risks and uncertainties. All statements other than statements of historical facts included in this press release, including statements regarding the prospects of the industry and prospects, plans, financial position and business strategy of Canam, may constitute forward-looking statements within the meaning of Canadian securities legislation and regulations. Forward-looking statements generally can be identified by the use of forward-looking terminology such as “may”, “will”, “expect”, “intend”, “estimate”, “anticipate”, “plan”, “foresee”, “believe” or “continue”, the negatives of these terms, variations of them and similar expressions.
The forward-looking statements in this document reflect the Corporation’s expectations on the date hereof and are subject to change after that date. The Corporation expressly disclaims any obligation or intention to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless required by applicable securities laws.
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Vice President, Communications
Canam Group Inc.
418-228-8031/ 418-225-1355 (mobile phone)