Oaktree to acquire Fonds de solidarité backed NAPEC for $320M

Oaktree Capital Management L.P. has agreed to acquire all of the issued and outstanding common shares of NAPEC Inc. (TSX: NPC) for $1.95 in cash per share for an aggregate consideration of $320 million, including the assumption of indebtedness.

Fonds de solidarité FTQ, NAPEC’s largest shareholder controlling 19% of the total shares and warrants outstanding, has agreed to support the transaction.

“In recent years, NAPEC has achieved significant progress and built a solid foundation through the realization of its strategic objectives via a combination of organic and acquisition‐driven growth. This transaction represents a unique opportunity to provide a significant reward to our shareholders while also enabling NAPEC and its employees to enter into a new phase of growth supported by Oaktree’s capital, industry expertise, experience and insight”, said Pierre L. Gauthier.

“We are pleased with the culmination of the independent committee’s work and are confident that this transaction is highly beneficial for both NAPEC and its shareholders. We are confident that with Oaktree as its owner and with the strong management team directed by Pierre L. Gauthier, NAPEC will continue to have the financial support and the leadership to expand its market reach in North America”, said Luc Reny, Chairman of the Board of Directors.

“We are extremely excited about the opportunity to partner with NAPEC’s management team to combine Oaktree’s significant energy sector experience, network, and financial resources to continue to drive the Company’s growth in the North American utility services market”, said Jason Lee, Managing Director and Co‐Portfolio Manager of Oaktree’s Power Opportunity Strategy.

National Bank Financial Inc. is acting as financial advisor to NAPEC and Stein Monast LLP and Stikeman Elliott LLP are acting as NAPEC’s legal counsel. Kirkland & Ellis LLP and McCarthy Tétrault LLP are acting as legal counsel to Oaktree.

Drummondville, Québec based NAPEC is a leading provider of construction and maintenance services to the public utility and heavy industrial markets, mainly in Quebec, Ontario and the eastern United States. NAPEC and its subsidiaries build and maintain utility electrical and natural gas transmission and distribution systems and related energy infrastructure. The Company also installs gas‐powered and electric‐powered heavy equipment for utilities, gas‐fired industrial power plants and petrochemical facilities in North America. The Company also offers environmental construction and road matting services.

photoc redit: NAPEC