LASALLE, QC, March 2, 2026 /CNW/ - GDI Integrated Facility Services Inc. ("GDI" or the "Company") (TSX: GDI) is pleased to announce the completion of the previously announced plan of arrangement under the Canada Business Corporations Act, pursuant to which an entity (the "Purchaser") affiliated with Birch Hill Equity Partners Management Inc. ("Birch Hill") and Gestion Claude Bigras Inc. ("GCB" and, collectively with Birch Hill, the "Rollover Shareholders") acquired all of the issued and outstanding subordinate voting shares of the Company (the "Subordinate Voting Shares"), other than those beneficially owned by Birch Hill, for C$36.60 in cash per Subordinate Voting Share (the "Arrangement").
As part of the Arrangement, affiliates of Birch Hill and GCB, an entity controlled by Claude Bigras, President and Chief Executive Officer of the Company, rolled over all of the Subordinate Voting Shares and the multiple voting shares of the Company they beneficially owned, directly or indirectly, for shares of an entity affiliated with the Purchaser. As a result of the Arrangement, the Company became a wholly-owned subsidiary of the Purchaser.
"I would like to sincerely thank our shareholders for the unwavering trust and support they have shown the Company and its management team over the years. Their support was instrumental to the development and success of the Company. We undertake this new chapter of our story with gratitude and a sense of responsibility,"?said Claude Bigras, the President and Chief Executive Officer of GDI.
"It is also important for us to reaffirm our clear commitment to preserving the Company's Québec roots. Therefore, we are committed to maintaining our head office, our senior management positions and significant operations in Québec, thus ensuring the continuity and stability of our organization."
As a result of the completion of the Arrangement, the Subordinate Voting Shares are expected to be de-listed from the Toronto Stock Exchange at the close of business on or about March 3, 2026. The Company intends to apply to cease to be a reporting issuer under Canadian securities laws in all Canadian jurisdictions.
Further details regarding the Arrangement, including with respect to payment of the Subordinate Voting Shares, are provided in the management information circular of GDI dated January 22, 2026, mailed to former shareholders of GDI in connection with the Arrangement, copy of which is available under GDI's profile on SEDAR+ at www.sedarplus.com.
EARLY WARNING DISCLOSURE
Further to the requirements of National Instrument 62-104 Take-Over Bids and Issuer Bids and National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, each of Birch Hill and Mr. Bigras will file amended early warning reports in connection with their participation in the Arrangement as Rollover Shareholders in accordance with applicable securities laws. A copy of each of the amended early warning reports will be filed with applicable securities commissions and will be made available on SEDAR+ at www.sedarplus.com. Further information and copies of the early warning reports of each of Birch Hill and Mr. Bigras may be obtained by contacting Christian Marcoux, Senior Vice President, Chief Legal Officer and Secretary, telephone: 514-368-1504, email: [email protected].
ABOUT GDI
GDI is a leading integrated commercial facility services provider which offers a range of services in Canada and the United States to owners and managers of a variety of facility types including office buildings, educational facilities, distribution centers, industrial facilities, healthcare establishments, stadiums and event venues, hotels, shopping centres, airports and other transportation facilities.GDI's commercial facility services capabilities include commercial janitorial and building maintenance, energy advisory and system optimization, the installation, maintenance and repair of HVAC-R, mechanical, electrical and building automation systems, as well as other complementary services such as janitorial products manufacturing. Additional information on GDI can be found on its website at www.gdi.com.
CAUTION CONCERNING FORWARD-LOOKING STATEMENTS
Certain statements in this press release may constitute forward-looking information within the meaning of securities laws, including statements relating to the delisting of the Subordinate Voting Shares from the TSX and GDI ceasing to be a reporting issuer under Canadian securities laws. Forward-looking information may relate to expectations, intentions, projections or other characterizations of future events and, in some cases, can be identified by terminology such as "may"; "will"; "should"; "expect"; "plan"; "anticipate"; "believe"; "intend"; "estimate"; "predict"; "potential"; "continue"; "foresee"; "ensure" or other similar expressions concerning matters that are not historical facts. These statements are based on certain factors and assumptions, which GDI believes are reasonable as of the current date. While management considers these assumptions to be reasonable based on information currently available to GDI, they may prove to be incorrect. Forward-looking information is also subject to certain factors, including risks and uncertainties (including those described in the "Risk Factors" section of the Company's management information circular dated January 22, 2026) that could cause actual results to differ materially from what GDI currently expects. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. While management may elect to do so, the Company is under no obligation and does not undertake to update or alter this information at any particular time, except as may be required by law.
SOURCE GDI Integrated Facility Services Inc.
For more information, please contact: GDI, Investors, Analysts, David Hinchey, Executive Vice President of Corporate Development, Telephone: 514.937.1851, Email: [email protected]; Media, Christian Marcoux, Senior Vice President, Chief Legal Officer & Secretary, Telephone: 514.245.0080, Email: [email protected]
