Toronto, Ontario – November 13, 2006: Aecon Group Inc. (“Aecon”) (TSX:ARE) announced today that it has entered into an agreement with Hochtief AG and certain of its subsidiaries that hold common shares of Aecon (collectively, “Hochtief”), and a syndicate of underwriters co-led by GMP Securities L.P. and Paradigm Capital Inc. (the “Underwriters”), pursuant to which the Underwriters have agreed to purchase, on a bought deal basis, from Hochtief, all of Hochtief's 16,576,896 Aecon common shares at a price of $6.30 per common share for aggregate gross proceeds to Hochtief of $104,434,444.80 (the “Offering”). Aecon will not receive any proceeds from the Offering.
A preliminary short form prospectus to qualify the Offering for distribution to the public will be filed with securities regulatory authorities on or before November 16, 2006.
“Hochtief has been a valued shareholder and partner over the past seven years. I think it's fair to say that Aecon and Hochtief have both benefited substantially from our association, and I know that we will continue to work together as circumstances permit,” said John M. Beck, Aecon's Chairman and CEO. “I also note that the broadened shareholder base this deal brings to Aecon, and the expression of confidence in our future that it entails, is good news for Aecon and its shareholders.”
In parallel, Hochtief and Aecon signed a cooperation agreement for the continued joint development of the market. The agreement also stipulates that Hochtief will resign all of its existing seats on Aecon's Board of Directors, with one Director remaining for the duration of Hochtief's guarantees relating to Aecon's project in India.
Hochtief's intention regarding its equity position in Aecon has been an open question since an attempt to take the company private in 2004 was turned down by Aecon's shareholders. Prior to the privatization proposal, Hochtief had said that its strategy of holding large minority interests in various construction companies around the world had changed, and that it would be bidding for full control of some of its holdings and exiting or substantially reducing its stake in the others.
The common shares under this Offering will be offered by way of a short form prospectus in the provinces of Ontario, Alberta, Manitoba, Quebec and British Columbia and in the United States only on a private placement basis pursuant to available exemptions from the registration requirements of the United States Securities Act of 1933, as amended.
The Offering is scheduled to close on or about November 30, 2006 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals.
Aecon Group Inc. is Canada's largest publicly traded construction and infrastructure development company. Aecon and its subsidiaries provide services to private and public sector clients throughout Canada and internationally. The Company's shares are listed for trading on the Toronto Stock Exchange under the symbol ARE.