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Press release from CNW Group

Armtec Infrastructure Income Fund Announces Unitholder Adoption of Conversion to Public Corporation

Thursday, June 24, 2010

Armtec Infrastructure Income Fund Announces Unitholder Adoption of Conversion to Public Corporation17:00 EDT Thursday, June 24, 2010Toronto Stock Exchange: ARF.UNGUELPH, ON, June 24 /CNW/ - Armtec Infrastructure Income Fund (the "Fund" or "Armtec") (TSX: ARF.UN) announced that at its Annual and Special Meeting of Unitholders held earlier today, approval was given to the previously announced conversion of the Fund's income trust structure into a growth oriented, dividend paying public corporation named "Armtec Infrastructure Inc." The conversion is being undertaken pursuant to a plan of arrangement (the "Arrangement") under the Business Corporations Act (Ontario). Subject to the final approval of the Ontario Superior Court of Justice and other required approvals, it is anticipated that the Arrangement will be completed on or about January 1, 2011. Pursuant to the Arrangement, each holder of Fund units will receive, for each Fund unit held, one common share of Armtec Infrastructure Inc. Subject to, and conditional upon the closing of the Arrangement, it is also expected that the common shares of Armtec Infrastructure Inc. will commence trading on the Toronto Stock Exchange under the symbol "ARF" on or about January 3, 2011, at which time the Fund units will be delisted.About Armtec Infrastructure Income FundArmtec Infrastructure Income Fund is a leading manufacturer and marketer of a comprehensive range of infrastructure products and engineered construction solutions for customers in a diverse cross-section of industries that are located in every region of Canada, as well as in selected markets globally. These markets include Canada's national and regional public infrastructure markets and private sector markets in agricultural drainage, commercial building, residential construction and natural resources. Operating through its network of regional offices and production facilities across the country, Armtec's broad range of engineered solutions include products for drainage, bridge applications, soil retention, rehabilitation and water management systems including corrugated high-density polyethylene, corrugated steel and concrete pipe; an array of architectural and structural precast and pre-stressed concrete products from steps, paving stones, slabs and wall panels to highly engineered structural components designed and installed for projects such as bridges, sports venues and parking garages; and, a full suite of noise barriers, acoustic enclosure and wall systems along with associated retaining and traffic barrier systems. Armtec Infrastructure Income Fund is listed on the TSX under the ARF.UN symbol. For more information, please visit www.armtecincomefund.com.Forward-Looking StatementsThis news release contains certain statements that constitute forward-looking information within the meaning of applicable securities laws ("forward-looking statements"). All statements other than statements of historical fact contained herein are forward-looking statements, including, without limitation, statements regarding the growth of Armtec Infrastructure Inc., the payment of dividends, the receipt of required approvals, completion of the Arrangement and listing of common shares of Armtec Infrastructure Inc. Prospective investors can identify many of these statements by looking for words such as "believe", "expects", "will", "intends", "plans", "projects", "anticipates", "estimates", "continues" and similar words or the negative thereof. There can be no assurance that the plans, intentions or expectations upon which these forward-looking statements are based will occur. Although management believes that the expectations represented in such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct.By their nature, forward-looking statements require assumptions and are subject to inherent risks and uncertainties, including those discussed herein. There is significant risk that forward-looking statements will not prove to be accurate. You are cautioned not to place undue reliance on forward-looking statements made herein because a number of factors could cause actual future results, conditions, actions or events to differ materially from the targets, expectations, estimates or intentions expressed in the forward-looking statements.The future outcomes that relate to forward-looking statements may be influenced by many factors, including but not limited to: industry cyclicality; competition; reduction in demand for products; collection from customers; relationships with suppliers; lack of long-term agreements; expiration of rights under licence and distribution arrangements; raw material price volatility; product liability; intellectual property; reliance on key personnel; environmental; collective bargaining; interest rates; uninsured and underinsured losses; operating hazards; risks of future legal proceedings; dependence on subsidiaries; income tax matters; leverage and restrictive covenants; credit facilities; nature of units and shares; distribution of securities on redemption or termination of Fund; restrictions on potential growth; effect of market interest rates on price of units or shares; undiversified and illiquid holdings; and potential dilution. You are cautioned that the foregoing list of factors is not exhaustive and that when relying on forward-looking statements to make decisions with respect to the Fund or Armtec Infrastructure Inc., investors and others should carefully consider these factors, as well as other uncertainties and potential events, and the inherent uncertainty of forward-looking statements.The forward-looking statements contained herein are expressly qualified in their entirety by this cautionary statement. The Fund undertakes no obligation to publicly update or revise any forward-looking statements except as expressly required by applicable securities law.Risks related to the Fund have been summarized in the Fund's latest Annual Information Form, Management's Discussion and Analysis included in the Annual Report and quarterly financial reports available on www.sedar.com or the Fund's web site at www.armtecincomefund.com.For further information: Charles M. Phillips, President & Chief Executive Officer, Armtec Limited Partnership, Tel: (519) 822-0210, Fax: (519) 822-8894; James R. Newell, Chief Financial Officer, Armtec Limited Partnership, Tel: (519) 822-0210, Fax: (519) 822-8894; Carrie Boutcher, Vice President, Investor Relations & Treasurer, Armtec Limited Partnership, Tel: (519) 822-0210, Fax: (519) 822-8894