GDI Integrated Facility Services Inc. enters Agreement to Acquire Ainsworth Inc.

MONTRÉAL, July 24, 2015/CNW Telbec/ – GDI Integrated Facility Services Inc. (TSX: GDI) (the “Company” or “GDI”), announces that it has entered into an agreement to acquire Ainsworth Inc. (“Ainsworth”), a subsidiary of CEDA International Corporation (“CEDA”).

Ainsworth is a leader in Canada providing a broad range of technical services including mechanical maintenance, HVACR, electrical, cabling for data transport, and high voltage services for commercial, industrial, institutional, government and residential building clients across Canada. Founded in 1933, Ainsworth has over 750 employees and operates through 12 locations with head office in Toronto, Ontario.

GDI will acquire Ainsworth for a purchase price of approximately $20.5 million on a cash-free, debt-free basis, subject to certain closing adjustments including working capital. GDI will fund the acquisition through its existing bank credit facility, the assumption of capital leases and a balance of sale.

The acquisition is subject to Competition Bureau approval, receipt of certain third party consents as well as other customary closing conditions. Closing is expected during the second half of 2015. However, until all approvals and consents are obtained, there can be no assurance the acquisition will be completed.

“We are pleased to announce this strategic acquisition of Ainsworth, which will significantly enhance our service offering and value proposition to property owners and managers across Canada,” said Mr. Claude Bigras, President & CEO of GDI. “We believe the combination of GDI and Ainsworth will position us as one of the only companies capable of offering expertise in a broad range of facility maintenance services across Canada. We look forward to welcoming Ainsworth’s experienced team of executives and employees who will continue to lead and operate Ainsworth as part of the GDI family.”

Murray Leimert, President & COO of Ainsworth stated, “The dedication of our employees has enabled Ainsworth to be recognized as a leader in our field, and we view the combination with GDI as an opportunity to enhance our value proposition to our clients. I am proud to join GDI and am excited about the growth opportunities that will result from combining the efforts of our organizations.”

“CEDA is a Canadian leader in industrial maintenance, turnaround, mechanical and project services for the oil & gas and mining sectors,” said Kevin Fleury, President & CEO of CEDA. “I believe the marriage of Ainsworth with GDI combines the two market leaders in facility maintenance services for the commercial, institutional and non-resource industrial sectors.”

National Bank Financial Inc. is acting as financial advisor to GDI and Stikeman Elliott LLP is acting as GDI’s legal counsel.  Canaccord Genuity Corp. is acting as financial advisor to CEDA and Goodmans LLP is acting as CEDA’s legal counsel.

Conference Call and Webcast Information

GDI will host a conference call on July 24, 2015 at 9:00 am EDT to discuss the agreement. An investor presentation will be available on GDI’s profile on SEDAR at www.sedar.com prior to the conference call. The following dial-in numbers may be used to access the conference call: Toll Free number: 1-800-772-4206. Direct Replay Access number: 1-800-558-5253 access code: 21772841.

About GDI Integrated Facility Services Inc.

GDI is a leading commercial facility services provider which offers a range of services to owners and managers of a variety of facility types such as office buildings, hotels, shopping centres, industrial facilities, airports and other transportation facilities, and healthcare establishments in both Canada and the United States. GDI also provides mechanical maintenance services as well as other complementary services such as damage restoration and janitorial products manufacturing and distribution. Additional information concerning GDI can be found on its website at www.gdi.com.

Forward-Looking Information

This press release may contain certain “forward-looking statements”. Forward-looking statements are subject to certain risks and uncertainties, many of which are beyond the Company’s control. There can be no assurance that such statements will prove to be accurate. Consequently, actual results and future events may differ materially from those anticipated by such statements. Readers should not rely unduly on such forward-looking statements.

SOURCE GDI Integrated Facility Services Inc.