Icon Infrastructure Agrees to Buy Toronto's Capstone

  • Purchase will be made through Irving Infrastructure subsidiary
  • Sale prices a 44 percent premium on Capstone's Tuesday close

Capstone Infrastructure Corp. said it has reached an agreement to sell itself to a subsidiary of a fund managed by U.K.-based Icon Infrastructure for C$480 Million ($328 million).

Icon is paying C$4.90 a share for the Toronto-based infrastructure company through its subsidiary Irving Infrastructure Corp., the companies said in a statement. The sale price represents a premium of 44 percent on Capstone’s closing price in Toronto Tuesday, and a 61 percent premium from where it was trading on November 23 when the company said it was undertaking a strategic review.

“The Capstone team has successfully built and managed a high quality portfolio of assets across Canada and Europe over the long term. Capstone’s portfolio of assets is an excellent fit for Icon Infrastructure. We look forward to pursuing the continued growth of the business for many years to come,” said Paul Malan, senior partner at Icon.

Capstone oversees infrastructure businesses ranging from gas co-generation, wind, hydro, water and biomass power-generating facilities. It has operations across Canada, and in the U.K. and Sweden.

The company’s board said it unanimously recommends its investors support the transaction. The deal is still subject to the standard approvals, including two-thirds of Capstone’s security holders voting in favor of the transaction. A vote is expected in mid-March, the company said.

RBC Capital Markets and TD Securities acted as financial advisers to Capstone, while Blake, Cassels & Graydon provided legal counsel. CIBC World Markets and Scotia Capital acted as financial advisers to Icon while Osler Hoskin & Harcourt provided legal advice.

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