Armtec Infrastructure Completes IPO

On July 27, 2004, Armtec Infrastructure Income Fund (the Fund), Armtec Holdings Ltd. (Armtec) and ONCAP LP completed an initial public offering of 9,015,000 trust units of the Fund for total gross proceeds of $90,150,000. The offering was underwritten by a syndicate, which was led by Scotia Capital Inc. and BMO Nesbitt Burns Inc., and included CIBC World Markets Inc., National Bank Financial Inc., Canaccord Capital Corp. and Dundee Securities Corp.

The Fund is the indirect owner of Armtec, which manufactures and markets drainage products and engineered solutions for infrastructure applications in a cross-section of industries, including the public infrastructure market and private sector markets such as natural resources, residential drainage and agricultural drainage in Canada. Armtec is Canada’s only national multi-material manufacturer specializing in corrugated high-density polyethylene pipe, corrugated steel pipe and related engineered products.

The Fund, Armtec and ONCAP were represented by Fraser Milner Casgrain, with a team that included Rick Scott, Doug Scott, Will Fung, Bradley Kruger, Catherine Pham and Nicole A. Brown (corporate and securities), Jules Lewy (tax), and Paul Shantz and Andrew Salem (real estate).

The underwriters were represented by Blake, Cassels & Graydon, with a team that included Jeff Lloyd and Stacy McLean (securities), Ron Richler (tax) and Sam Principi (financial services).

In connection with the Fund’s initial public offering, Armtec Operating Trust and Armtec Limited Partnership entered into a credit agreement with two Canadian chartered banks, providing for a total of $50 million of term and revolving facilities. Armtec was represented by Ron Matheson, Chuck Rich and Megan Berntt of Fraser Milner Casgrain. The lenders were represented by a team of Laurie Barrett and Laily Darvish of Osler, Hoskin & Harcourt.