H2O Innovation Announces Expiry of “Go-Shop” Period

In the world of finance, it's not uncommon for companies to explore different options and opportunities to maximize value for their shareholders. This includes considering potential acquisition proposals that may be more beneficial than the original arrangement. H2O Innovation Inc., a renowned water solutions company, recently announced the expiration of the 30-day "go-shop" period provided for in the arrangement agreement. Let's delve into the details of this announcement and what it means for the corporation and its shareholders.

The "go-shop" period refers to a designated timeframe in which a company, in this case, H2O Innovation, actively solicits third-party interest to submit an acquisition proposal that surpasses the terms of the initial arrangement. In H2O Innovation's case, this period was initiated after the announcement of an acquisition by Ember SPV I Purchaser Inc., an entity controlled by funds managed by Ember Infrastructure Management, LP.

During this process, H2O Innovation's financial advisor, Scotia Capital Inc. (Scotiabank), reached out to 11 strategic parties and 18 financial sponsors to gauge their interest in presenting a superior proposal. However, at the end of the "go-shop" period, which expired on November 2, 2023, no superior proposal was received. As a result, H2O Innovation is now subject to a non-solicitation covenant as outlined in the Arrangement Agreement.

To move forward with the planned acquisition, several conditions need to be met. These include obtaining necessary approvals from the holders of H2O Innovation's shares, also known as shareholders, at a special meeting scheduled for November 28, 2023 (the "Meeting"). Additionally, the final order of the Superior Court of Québec is required. It is anticipated that the Arrangement will be completed in the fourth quarter of 2023.

H2O Innovation has taken measures to ensure transparency and accessibility during this process. The Management Information Circular (the "Circular") and related materials for the Meeting are available on the Corporation's profile on the System for Electronic Document Analysis and Retrieval (SEDAR+) website, as well as on H2O Innovation's official website. This allows shareholders to review the necessary information and make informed decisions regarding the arrangements proposed.

To further assist shareholders, H2O Innovation has engaged Kingsdale Advisors as the proxy solicitation agent. Shareholders who have questions or require assistance with voting or completing their proxy or voting information form can reach out to Kingsdale Advisors via email or telephone.

While this announcement sheds light on the progress and future path of H2O Innovation, it is essential to note the cautionary note and forward-looking statements provided by the corporation. These statements clarify the uncertainties, risks, and factors that may cause actual results to differ from the expectations expressed or implied in the forward-looking statements. H2O Innovation reminds shareholders that forward-looking statements are based on certain assumptions and are subject to change.

Despite the potential completion of the Arrangement, it is crucial to recognize that unforeseen circumstances or regulatory hurdles could alter the outcome. The Corporation acknowledges the risks involved and has provided comprehensive information on the factors that may impact the completion of the Arrangement. Shareholders are advised to review the disclosed risk factors detailed in the Annual Information Form available on the SEDAR+ website.

H2O Innovation is known for its commitment to innovation and providing exceptional water solutions. The company operates under three pillars: Water Technologies & Services (WTS), Specialty Products (SP), and Operation & Maintenance (O&M). By leveraging cutting-edge technologies and expertise, H2O Innovation delivers state-of-the-art equipment and services to customers in the municipal and industrial water sectors. The Specialty Products division manufactures and supplies chemicals, consumables, and engineered products for the global water treatment industry. Finally, the Operation & Maintenance segment provides contract operations and associated services for water and wastewater treatment systems.

As the Arrangement progresses, H2O Innovation aims to simplify water and continue its mission of being a leader in the water solutions industry. Shareholders are encouraged to stay informed by visiting the dedicated website, which provides relevant information regarding voting their shares.

In conclusion, the expiry of the "go-shop" period marks an important milestone for H2O Innovation Inc. As the corporation moves forward with the planned acquisition, shareholders play a vital role in shaping the future of the company. By reviewing the provided materials and participating in the voting process, shareholders can contribute to the success and growth of H2O Innovation.