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Horizon North, Dexterra Close Merger Create Pan-Canadian Support Services Provider
Monday 01 June 2020

Canada-based Horizon North Logistics Inc. (TSX: HNL) and 10647802 Canada Ltd., operating as Dexterra Integrated Facilities Management, have closed a merger to create a Pan-Canadian workforce accommodations service provider, the company said.

Under the terms of a share purchase agreement approved by boards of directors of Horizon North, Dexterra and Dexterra's sole shareholder, a wholly owned subsidiary of Fairfax Financial Holdings Ltd. (TSX: FFH) (TSX: FFH.U), Horizon North will acquire all of the outstanding shares of Dexterra in exchange for Horizon North issuing Fairfax Financial such number of common shares of Horizon North that Fairfax Financial will own 49% of Horizon North Shares.

Upon closing, Horizon North shareholders will continue to own the remaining 51% equity stake in the combined company.

Horizon North's largest shareholder, Polar Asset Management Partners, who holds approximately 15% of Horizon North Shares, and certain directors and officers of Horizon North, who hold or control approximately 2.3% of Horizon North Shares, have agreed to support and vote in favour of the Transaction.

Additional terms were not disclosed.

The transaction combines Horizon North's western Canadian-focussed workforce accommodation and national modular solutions businesses with Dexterra's asset light facilities management platform and central Canadian-focussed workforce accommodations businesses.

Scotiabank is acting as financial advisor to Horizon North. Blake, Cassels and Graydon LLP is acting as legal advisor to Horizon North and Torys LLP is acting as legal advisor to Fairfax Financial.

Horizon North provides a full range of industrial, commercial and residential products and services with two business offerings: industrial services business and Modular Solutions business.

Dexterra provides quality solutions for the operation and maintenance of built assets and infrastructure including facilities management and operations, remote workforce accommodation, and forestry services.
Details
Date Published: 01/06/2020

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