Armtec Infrastructure Income Fund Acquires Con-Force

On October 1, 2007 Armtec Infrastructure Income Fund, through its wholly owned subsidiary Armtec Holdings Limited, acquired all of the outstanding shares of the corporations which, directly or indirectly, carry on the Con-Force business for an aggregate purchase price of approximately $120 million. Con-Force is a leading manufacturer of precast and pre-stressed concrete in Western Canada.

Concurrently with the acquisition, Armtec completed a public offering of 3,705,000 Units at a price of $16.40 per unit representing aggregate gross proceeds to Armtec of $60,762,000, which were used to partially fund the Con-Force acquisition. The offering was underwritten by a syndicate co-led by TD Securities Inc. and Scotia Capital Inc., and included BMO Nesbitt Burns Inc., CIBC World Markets Inc. and M Partners Inc. In addition, Armtec entered into an amended and restated credit facility in the aggregate maximum principal amount of $105 million with a syndicate of lenders, which included The Bank of Nova Scotia, Bank of Montreal, The Toronto-Dominion Bank and Alberta Treasury Branches.

The Fund was represented by a team from Fraser Milner Casgrain LLP led by Richard Scott and including Matthew Hibbert, Maja Czubernat, Leah Tolton, Mark Mahoney, Priscilla Chong (M&A); Sander Grieve, Linda Misetich, Chantal Da Silva (securities); Christopher Steeves, Zara Nurmohamed (tax); Paul Shantz, Andrew Salem (real estate); Charles Rich, Vaib Sahay (financial services); Anneli LeGault and Elissa Amighetti (employment and pensions).

Con-Force and its major shareholder were represented by a team from Bennett Jones LLP led by Neil Stevenson and including Kristos Iatridis, Carolyn Simpson (M&A); Brent Kraus (securities); Scott Bodie and Darcy Moch (tax); and Sean Maxwell (employment and pensions). Individual vendors were represented by a team from Lang Michener LLP led by Karl Gustafson, Q.C. and including Sandra Knowler and Don Mainland.

The underwriters were represented by a team from Blake, Cassels & Graydon LLP that included Jeff Lloyd, Catherine Stephen, Elizabeth Dylke, Lisa Stewart and Adrian Harvey (securities) and Ron Richler (tax).

The banking syndicate led by The Bank of Nova Scotia, as administrative agent, was represented by Laurie Barrett, Laurie Shieff, Janet Lee and Tara Elliott from Osler, Hoskin & Harcourt LLP.