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Press release from Marketwire

Armtec Infrastructure Inc. Enters Into a Committed Financing With Brookfield

Sunday, July 03, 2011

Armtec Infrastructure Inc. Enters Into a Committed Financing With Brookfield18:46 EDT Sunday, July 03, 2011GUELPH, ONTARIO--(Marketwire - July 3, 2011) - Armtec Infrastructure Inc. ("Armtec" or the "Company") (TSX:ARF)(TSX:ARF.DB) today announced that it has entered into a committed financing with a Brookfield Asset Management Inc. company to provide a $125 million credit facility. The first tranche of $90 million will become available upon finalization of appropriate documentation and the second tranche of $35 million will become available upon the satisfaction of certain additional due diligence conditions. The new facility will allow Armtec to repay in full the lenders under its existing senior facility (in either the third or fourth quarter of this year depending on the availability of the second tranche) and will be available for general corporate purposes. The new credit facility will have a term of two years (extendable to 30 months at Armtec's option), can be prepaid at any time and will be secured by a first charge on Armtec's assets. The new facility provides Armtec with enhanced financial flexibility and greater liquidity, allowing management to remain focused on operational priorities. In connection with the transaction, Armtec has granted Brookfield a warrant to acquire approximately 4.56 million common shares of Armtec (representing approximately 15% of the number of currently outstanding common shares calculated on a fully diluted basis) at an exercise price which has a premium of 25% to the current market price of the common shares, subject to regulatory approval. "We are very pleased to have entered into a new relationship with a strong financial partner like Brookfield," said Chuck Phillips, President and CEO of Armtec. "Brookfield is well acquainted with the industries in which we operate. We look forward to working with the Brookfield companies which also operate in these industries. This arrangement will provide Armtec with the financial resources to effectively operate our business and to focus on longer term goals and opportunities." "Brookfield's commitment to Armtec is a reflection of our belief in Armtec's business and operations," said J. Peter Gordon, Managing Partner of Brookfield. "We look forward to working with Armtec and contributing to its future success."ABOUT ARMTEC INFRASTRUCTURE INC.Armtec 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 wall and traffic barrier systems.FORWARD-LOOKING STATEMENTSThis news release contains "forward-looking" statements within the meaning of applicable securities legislation, including with respect to the availability of the first and second tranches of the new credit facility, the repayment of the existing senior facility, enhanced financial flexibility, greater liquidity, management's focus on operational priorities, the receipt of regulatory approvals, working with the Brookfield companies which operate in Armtec's industries, the effective operation of Armtec's business, focus on longer term goals and opportunities, and Brookfield's contribution to Armtec's future success, which involve known and unknown risks, uncertainties and other factors which may cause the actual results, events, performance or achievements of Armtec or industry results, to be materially different from any future results, events, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements typically contain such words or phrases as "may", "outlook", "objective", "intend", "estimate", "anticipate", "should", "could", "would", "will", "expect", "believe", "plan" and other similar terminology suggesting future outcomes or events. Forward-looking statements reflect current expectations regarding future results, events, performance and achievements and are based on information currently available to Armtec's management, anticipated operating and financial results of Armtec, and current and anticipated market conditions.Forward-looking statements involve numerous assumptions and should not be read as guarantees of future results, events, performance or achievements. Such statements will not necessarily be accurate indications of whether or not such future results, events, performance or achievements will be achieved. You should not unduly rely on forward-looking statements as a number of factors, many of which are beyond the control of Armtec, could cause actual results, events, performance or achievements to differ materially from the results, events, performance or achievements discussed in the forward-looking statements, including, but not limited to the factors discussed in Armtec's materials filed with the Canadian securities regulatory authorities from time to time. Although the forward-looking statements contained in this news release are based upon what management of Armtec believes are reasonable assumptions, Armtec cannot assure investors that actual results, events, performance or achievements will be consistent with these forward-looking statements. All forward-looking statements in this news release are qualified by these cautionary statements. These forward-looking statements are made as of the date of this news release and, except as required by applicable law, Armtec assumes no obligation to update or revise them to reflect new events or circumstances.FOR FURTHER INFORMATION PLEASE CONTACT: Charles M. PhillipsArmtec Limited PartnershipPresident & Chief Executive Officer(519) 822-0210(519) 822-8894 (FAX)ORJames R. NewellArmtec Limited PartnershipChief Financial Officer(519) 822-0210(519) 822-8894 (FAX)ORCarrie BoutcherArmtec Limited PartnershipVice President, Investor Relations & Treasurer(519) 822-0210(519) 822-8894 (FAX)