Armtec Announces Agreement for the Sale of Substantially All Assets to Brookfield and Initial Order under the Companies' Creditors Arrangement Act to Implement the Brookfield Transaction

• Published in: Canada NewsWire
• Format: Newsletter
• Language: English
• Published: Ottawa PR Newswire Association LLC 29.04.2015
• Subjects: Agreements; Asset acquisitions; Capital expenditures; Convertible debentures; Drainage; Income taxes; Infrastructure; Investment policy; Investments; Steel pipes; CONCORD, ON, April 29, 2015

CONCORD, ON, April 29, 2015 /CNW/ - Armtec Infrastructure Inc. ("Armtec" or the "company") (TSX: ARF) today announces that the company has entered into a definitive asset purchase agreement in respect of the sale of substantially all of its assets to Armtec Operating LP ("New Armtec"), an affiliate of Brookfield Capital Partners Fund III LP ("Brookfield") as previously contemplated and disclosed in Armtec's news release dated February 25, 2015 (the "Brookfield Transaction"). The entering into of the definitive agreement with respect to the Brookfield Transaction (the "Brookfield Purchase Agreement") follows the completion of the sale and investment solicitation process (the "Sale and Investment Process") commenced in February 2015. The company also announces that it has obtained an order from the Ontario Superior Court of Justice (the "Court") protecting Armtec and its subsidiaries pursuant to the Companies Creditors Arrangement Act in order to permit the company to seek the Court's approval of the Brookfield Transaction. While under CCAA protection, the company's management remains responsible for day-to-day operations. During this time period, the business is to be funded by a $30 million debtor-in-possession financing facility to be provided by Brookfield. The Brookfield Transaction is the result of an extensive exploration of strategic alternatives, including the comprehensive Sale and Investment Process, carried out by the company with a view to maximizing value for the benefit of all stakeholders of Armtec and its subsidiaries. Pursuant to the Brookfield Purchase Agreement, New Armtec has agreed to acquire substantially all of Armtec's assets on a going-concern basis, assume substantially all of Armtec's obligations to trade creditors and all employee obligations, and assume or repay the obligations to Armtec's operating lenders, subject to the approval of the Court. New Armtec will not assume any of Armtec's obligations under its 8.875% senior notes due 2017 (the "Senior Notes") or its 6.50% convertible unsecured subordinated debentures due 2017 (the "Convertible Debentures"). Ernst & Young Inc. will serve as the Court-appointed Monitor as part of the CCAA proceedings. Documents relating to the CCAA proceedings will be available on the Monitor's website: www.ey.com/ca/armtec. A copy of the Brookfield Purchase Agreement will be available at www.sedar.com.