Toronto-based Capstone Infrastructure Corp. has entered into a definitive arrangement agreement with Irving Infrastructure Corp. for the acquisition of all issued and outstanding common shares of Capstone, as well as Class B exchangeable units of Capstone’s subsidiary, MPT LTC Holding LP, for $4.90 cash per share or unit, as applicable.
Capstone currently has investments in utilities in Europe and owns, operates and develops thermal and renewable power generation facilities in Canada. Irving Infrastructure is a subsidiary of iCON Infrastructure Partners III LP, a fund advised by London-based iCON Infrastructure LLP.
The acquisition will be completed under the British Columbia Business Corporations Act. The total equity value of the transaction is approximately C$480 million.
The purchase price represents a 44% premium to the closing price of Capstone’s common shares of $3.40 on Jan. 19 and a 61% premium to the closing price of Capstone’s common shares on the trading day prior to the Nov. 23 announcement that Capstone was undertaking a strategic review process.
Capstone chose RBC Capital Markets and TD Securities Inc. to assist management and the board of directors in reviewing and considering various alternatives. Following this review, Capstone entered into the arrangement agreement, which was unanimously approved by the board.
Paul Malan, senior partner of iCON Infrastructure, says, “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.”