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Press release from CNW Group

Churchill Acquires McCaine Electric Ltd.

Monday, May 02, 2011

Churchill Acquires McCaine Electric Ltd. 06:00 EDT Monday, May 02, 2011CALGARY, May 2 /CNW/ - The Churchill Corporation (TSX: CUQ) ("Churchill" or the "Corporation") today announced that it has acquired all of the outstanding shares of McCaine Electric Ltd. ("McCaine") (www.mccaine.com) for consideration of $11.5 million in cash and common shares issued from treasury at closing, plus up to an additional $1 million in cash subject to earn-out conditions in 2012 and 2013. The breakdown of the $11.5 million paid at closing is $9 million in cash and $2.5 million in common shares.Founded in 1918, McCaine was a privately held electrical contractor headquartered in Winnipeg, Manitoba. It is one of the leading and most reputable firms of its kind in Manitoba. For the year ended December 31, 2010, McCaine recorded revenue of $30 million, adjusted EBITDA of $3.4 million and backlog of $31.5 million. In addition, McCaine has received new awards since year-end which have increased its backlog of work to $37.5 million, providing excellent visibility for the year ahead.McCaine will operate as a member of the Canem Systems Group ("Canem"), Churchill's commercial systems segment. John Schubert and Frank Mutcher, the two managing partners of McCaine, will continue to lead the company and join the senior leadership at Canem where they will report directly to Al Miller, President and Chief Operating Officer of Canem."Our vision includes growing Churchill's businesses through selective tuck-in acquisitions that have an excellent strategic fit and build shareholder value," said Jim Houck, Churchill's President and CEO. "This acquisition delivers on that vision as it expands Canem's products and services into Manitoba, a key market for the Corporation.""We are very happy to be joining the Canem and Churchill family," said John Schubert. "In addition to securing the long-term future of our people and our company, this transaction immediately positions McCaine to leverage the operational and field experience Canem has demonstrated in executing large construction projects. Together we will be able to pursue additional large projects beyond our current capability, expand our service offering and increase our market share in Manitoba."McCaine has been selected as the electrical contractor for many ongoing institutional, commercial and industrial projects in the Manitoba market, including: the new Winnipeg Blue Bomber Stadium project, Richardson College for the Environment at The University of Winnipeg, St. Boniface General Hospital Cardiac Centre, various Manitoba Hydro projects, the Arts Building at The University of Manitoba, the Winnipeg Airport expansion, and the Milner Ridge Correctional Centre expansion."We are extremely excited about the opportunity to acquire a well-managed company such as McCaine whose people share our vision of safety, quality and on-time project execution," said Al Miller. "This transaction positions us to increase market share in the electrical contracting and data communications sector, both in Manitoba and across Western Canada. In addition, we are confident that McCaine's committed, well-trained and experienced management and employee team will fit in well with the Canem culture."Investor PresentationA presentation for the investment community with additional details regarding the Transaction is available on Churchill's website in the investor relations section at:http://www.churchillcorporation.com/presentation.php.About The Churchill CorporationThe Churchill Corporation provides building construction, commercial and industrial electrical contracting, earthmoving and industrial insulation services to an array of public and private sector clients. Churchill operates office locations throughout British Columbia, Alberta, Saskatchewan, Manitoba, northwest Ontario and the Yukon. Churchill common shares are listed on the Toronto Stock Exchange under the symbol "CUQ". www.churchillcorporation.comForward Looking InformationCertain statements in this Press Release may constitute "forward-looking statements". Forward-looking statements include, without limitation, statements regarding the future financial position, business strategy, budgets, litigation, projected costs, capital expenditures, financial results, taxes, plans and objectives of the Corporation. Many of these statements can be identified by looking for words such as "believes," "expects," "may," "will," "intends," "anticipates," "estimates," "continues," or the negative thereof, or other variations thereon. Although management of Churchill believes its expectations regarding future performance of the Corporation are based on reasonable assumptions and currently available competitive, financial and economic data, market conditions and operating plans, it can give no assurance its expectations will be achieved. The Corporation cautions that, by their nature, forward-looking statements, involve risks, and uncertainties and that its actual actions, and/or results could differ materially from those expressed or implied in such forward-looking statements, and that the aforementioned risks, uncertainties and actions could affect the extent to which a particular projection materializes. The Corporation assumes no obligation to update the forward-looking statements should circumstances or the Corporation's management's estimates or opinions change, except as may be required by law.For further information: Andrew Apedoe, Vice President, Investor Relations & Secretary, The Churchill Corporation, (403) 685-7775, Email: inquiries@churchill-cuq.com; Ken Wetherell, CFA, Director, Investor Relations, The Churchill Corporation, (403) 685-7776, Email: inquiries@churchill-cuq.com