Canada approves acquisition of Capstone Infrastructure by iCON Infrastructure Partners III

Capstone Infrastructure Corporation announced last week that pursuant to the terms of the Investment Canada Act, the Minister of Innovation, Science and Economic Development Canada has approved the investment contemplated by the previously announced plan of arrangement under which, among other things, Irving Infrastructure Corp., a subsidiary of iCON Infrastructure Partners III, L.P. a fund advised by London, UK-based iCON Infrastructure LLP, is to acquire all issued and outstanding common shares of Capstone and Class B exchangeable units of Capstone's subsidiary MPT LTC Holding LP for $4.90 cash per share or unit, as applicable.

Completion of the transactions remains subject to the satisfaction or waiver of certain other closing conditions customary in transactions of this nature. It is anticipated that the transaction will be completed on April 29, 2016.

RBC Capital Markets and TD Securities acted as financial advisors to Capstone. Blake, Cassels & Graydon LLP offered them legal counsel.

On the other hand, CIBC World Markets and Scotia Capital acted as financial advisors to iCON III, while Osler, Hoskin & Harcourt LLP acted as legal counsel.

The total equity value of the transaction is approximately US$480 million, and more specifically US$4.90 per share or unit, as applicable.

The purchase price represents a 44% premium to the closing price of Capstone's common shares of US$3.40 on January 19, 2016, and a 61% premium to the closing price of Capstone's common shares on the trading day prior to the November 23, 2015 announcement that Capstone was undertaking a strategic review process.