WSP Announces the Closing of the Focus Acquisition
April 10 2014 - 5:00PM
Marketwired
WSP Announces the Closing of the Focus Acquisition
MONTREAL, QUEBEC--(Marketwired - Apr 10, 2014) - WSP Global Inc.
(TSX:WSP) ("WSP" or the "Corporation") is pleased to announce that
it has completed its previously announced acquisition of Focus
Group Holding Inc. ("Focus"), through a plan of arrangement,
pursuant to Section 288 of the Business Corporations Act
(British Columbia) (the "Acquisition"). Focus, which has
approximately 1,800 employees, is a well-established engineering
and geomatics firm based in Alberta principally serving the oil and
gas industry in Western Canada.
"I am delighted about this acquisition and the joining of forces
of our two firms," said Pierre Shoiry, President and Chief
Executive Officer of WSP. "This coming together of two remarkable,
like-minded organizations will make us stronger and increase our
ability to deliver superior value to our clients, shareholders and
employees by expanding and diversifying our portfolio of expertise,
and will allow us to pursue our growth strategy."
The purchase price payable in connection with the Acquisition
was approximately $366 million, which was paid in cash. It was
partially financed using the net proceeds from the Corporation's
previously closed $207 million bought deal offering of common
shares which was completed through a syndicate of underwriters
co-led by CIBC, Raymond James Ltd., BMO Capital Markets and
National Bank Financial Inc., with CIBC and Raymond James Ltd.
acting as joint book-runners. In addition, the Corporation
completed an $86 million private placement of common shares with
Canada Pension Plan Investment Board and the Caisse de dépôt et
placement du Québec, its two largest shareholders.
All customary closing conditions, including court, shareholder
and applicable regulatory approvals, were met.
CIBC acted as financial advisor to WSP in connection with the
Acquisition. In addition, CIBC has provided, in connection with the
Acquisition, a fairness opinion to the board of directors of WSP to
the effect that, as of March 12, 2014 and subject to the
assumptions, limitations and qualifications contained therein, the
consideration to be paid by WSP pursuant to the Acquisition was
fair, from a financial point of view, to WSP.
"We are pleased that our shareholders have expressed
overwhelming support for this acquisition," said David Ackert,
Chief Executive Officer of Focus. "As we join WSP, we will be able
to provide additional value for our stakeholders through enhanced
expertise and a wider network. On behalf of Focus' Board and
management, I want to thank our shareholders for their invaluable
support throughout this process."
ABOUT FOCUS
Focus is a well-established engineering and geomatics firm based
in Alberta principally serving the oil and gas industry throughout
Western Canada. Since its inception in 1977, Focus has evolved to
offer a comprehensive range of services and expertise and now
offers a diversified platform across four divisions: facilities
engineering, geomatics, pipeline and civil engineering. Focus also
benefits from a deep experience in the Canadian energy industry,
with expertise in upstream, oil sands, midstream, SAGD and
liquefied natural gas export infrastructure development projects.
Focus has approximately 1,800 employees located in 21 strategically
placed locations across Western Canada and one in Eastern Canada.
www.focus.ca
ABOUT WSP
WSP is one of the world's leading professional services firms,
working with governments, businesses, architects and planners and
providing integrated solutions across many disciplines. The firm
provides services to transform the built environment and restore
the natural environment, and its expertise ranges from
environmental remediation to urban planning, from engineering
iconic buildings to designing sustainable transport networks, and
from developing the energy sources of the future to enabling new
ways of extracting essential resources. It has approximately 15,000
employees, mainly engineers, technicians, scientists, architects,
planners, surveyors, other design professionals, as well as various
environmental experts, based in more than 300 offices, across 30
countries, on 5 continents. www.wspgroup.com
Pierre ShoiryPresident and CEOWSP Global Inc.(514) 340-0046,
ext. 5104pierre.shoiry@wspgroup.comIsabelle AdjahiDirector,
Communications and Investor RelationsWSP Global Inc.(514) 340-0046,
ext. 5648isabelle.adjahi@wspgroup.com
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