Shawcor Ltd. acquisition of ZCL Composites Inc.

On April 2, 2019, ZCL Composites Inc. (TSX: ZCL) and Shawcor Ltd. (TSX: SCL) completed its $312 million statutory plan of arrangement under the Canada Business Corporations Act whereby Shawcor Ltd. acquired all the issued and outstanding common shares of ZCL Composites Inc. for $10.00 per common share payable in cash.

ZCL is North America's largest manufacturer of environmentally friendly fiberglass reinforced plastic underground storage tanks for the fuel, water and wastewater and oil & gas markets. ZCL is an innovator in composite tank engineering, with nearly 40 years of direct industry experience. 

Shawcor Ltd. is a global energy services company specializing in products and services for the pipeline and pipe services segment of the oil and gas industry and related products for the petrochemical and industrial market. The Company operates through a global network of fixed and mobile manufacturing and service facilities and is valued for its integrity, technology and proven capability to execute the most complex projects in its industry.

Bennett Jones LLP acted as Canadian counsel to ZCL Composites Inc. with a team led by David Spencer and James McClary and including Drew Broughton, Bruce Hibbard, Kevin Lynch, Anu Nijhawan, Beth Riley, Hind Masri, Luke Johnson and Heidi Konnert. US Counsel to ZCL Composites Inc. was Ballard Spahr LLP with a team including Thomas Lovett, Mark Salsbury, Edward Wegerson, Jason Leckerman, Fred DeRitis, Steven King, Joanna Jiang and Stephen Stark.

Stikeman Elliott LLP acted as Canadian counsel to Shawcor Ltd. with a team including Simon Romano, John Lorito, Michael Kilby, Dennis Langen, Michael Mestinsek, Myriam Fortin, John O’Connor, Gloria Moore, Paul Neville and Victoria Zaric. US Counsel to Shawcor Ltd. was Dorsey & Whitney LLP with a team including Richard Raymer, James Guttman, Sudeep Simkhada, John Hollinrake and Michael Lindsay.