Armtec Infrastructure Income Fund Expands Quebec Market Presence with Agreement to Acquire Leading Precast Concrete Manufacturer



    Toronto Stock Exchange: ARF.UN

    GUELPH, ON, April 28, 2009 /CNW/ - Armtec Infrastructure Income Fund (the
"Fund") (TSX: ARF.UN) today announced that it has signed an agreement to
acquire the assets of Groupe Tremca Inc. ("Groupe Tremca") for approximately
$45 million. The transaction is expected to close in early May 2009 subject to
the satisfaction of customary closing conditions.
    Based in Saint-Jean-Sur-Richelieu, Quebec, Groupe Tremca is a market
leader in the manufacture of precast concrete and infrastructure products in
Quebec. Groupe Tremca's product specialties include concrete pipes,
architectural and structural elements, highway noise barriers, retaining walls
and precast amenities and steps.
    The transaction will be funded in part by a $33 million increase in the
Fund's committed Credit Facilities, which is being provided by its existing
syndicate of banks. The balance will be funded by utilizing existing unused
revolving Credit Facilities. Certain of the financial covenants will also be
amended to reflect the changes in the Credit Facilities. In connection with
the acquisition, the Fund will also issue special warrants to Groupe Tremca,
the value of which is dependent on the value of the units of the Fund and
shall not exceed $4.0 million.
    "Groupe Tremca's addition to our Con-Force division will significantly
strengthen the Fund's competitive position in the Quebec marketplace, which is
one of the most active infrastructure markets in the country" said Charles
Phillips, the Fund's President and Chief Executive Officer. "We expect this
acquisition to be immediately accretive to earnings and distributable cash
flow. The transaction together with our recent equity issuance and the amended
terms of the Credit Facilities, will add to the financial strength and
flexibility of the Fund going forward."
    "With annual sales of approximately $28 million and 180 employees, Groupe
Tremca is a well-established Quebec business with a solid reputation and a
gifted management team. The Groupe Tremca product line is complementary to
ours and will significantly enhance the Con-Force division's product offering
to customers in Quebec."
    "With today's announcement, Groupe Tremca and its employees are pleased
to join Armtec Infrastructure Income Fund so that we can continue to grow our
business and strengthen the Fund's precast market position in Quebec," said
Eric Caron, President, Groupe Tremca. "This transaction provides a strong
platform for Groupe Tremca and the Fund to grow in the region, ensuring a
solid future for the Groupe Tremca brand, its employees and customers. I am
confident that our collaboration will deliver an enhanced competitive presence
in Quebec's precast concrete markets, and that together we will strengthen our
market position in the region."
    National Bank Financial Inc. acted as exclusive financial advisor to
Armtec Infrastructure Income Fund on the acquisition of Groupe Tremca.

    About Armtec Infrastructure Income Fund

    The Fund 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 in North America and worldwide. 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 three
divisions and with a network of offices and production facilities across the
country, the Fund is Canada's only national multi-material manufacturer. The
Armtec Division specializes in high density polyethylene and corrugated steel
pipe products for drainage and bridge applications, and water management
systems. The Con-Force Division offers a wide variety of precast and
pre-stressed concrete products and includes advanced construction components
and high-value engineered solutions to large project customers. The Durisol
Division provides a full suite of highway noise barriers and related
infrastructure products to the transportation sector. Armtec Infrastructure
Income Fund is listed on the TSX under the ARF.UN symbol. For more
information, please visit www.armtecincomefund.com.

    Forward-Looking Statements

    This news release contains certain statements that constitute
forward-looking information within the meaning of applicable securities laws
("forward-looking statements"). All statements other than statements of
historical fact contained herein are forward-looking statements, including,
without limitation, statements regarding the Groupe Tremca acquisition and its
impact on the Fund's financial performance and statements regarding the
business strategy, plans and objectives of or involving the Fund or the
businesses in which it has invested. Prospective investors can identify many
of these statements by looking for words such as "believe", "expects", "will",
"intends", "plans", "projects", "anticipates", "estimates", "continues" and
similar words or the negative thereof. There can be no assurance that the
plans, intentions or expectations upon which these forward-looking statements
are based will occur. Although management believes that the expectations
represented in such forward-looking statements are reasonable, there can be no
assurance that such expectations will prove to be correct.
    By their nature, forward-looking statements require assumptions and are
subject to inherent risks and uncertainties, including those discussed herein.
There is significant risk that forward-looking statements will not prove to be
accurate. You are cautioned not to place undue reliance on forward-looking
statements made herein because a number of factors could cause actual future
results, conditions, actions or events to differ materially from the targets,
expectations, estimates or intentions expressed in the forward-looking
statements.
    The future outcomes that relate to forward-looking statements may be
influenced by many factors, including but not limited to: industry
cyclicality; competition; reduction in demand for products; collection from
customers; relationships with suppliers; lack of long-term agreements;
expiration of rights under licence and distribution arrangements; raw material
price volatility; product liability; intellectual property; reliance on key
personnel; environmental; collective bargaining; interest rates; uninsured and
underinsured losses; operating hazards; risks of future legal proceedings;
dependence on other Fund subsidiaries; income tax matters; leverage and
restrictive covenants; credit facilities; nature of units; distribution of
securities on redemption or termination of Fund; restrictions on potential
growth; effect of market interest rates on price of Units; undiversified and
illiquid holdings in Armtec Operating Trust; potential dilution; and various
risks relating to the Groupe Tremca acquisition, including risks relating to
integration and realization of expected synergies, Groupe Tremca's reliance on
key personnel, potential undisclosed liabilities associated with the Groupe
Tremca acquisition, and the Fund's limited recourse against the vendors of
Groupe Tremca. You are cautioned that the foregoing list of factors is not
exhaustive and that when relying on forward-looking statements to make
decisions with respect to the Fund, investors and others should carefully
consider these factors, as well as other uncertainties and potential events,
and the inherent uncertainty of forward-looking statements.
    The forward-looking statements contained herein are expressly qualified
in their entirety by this cautionary statement. The Fund undertakes no
obligation to publicly update or revise any forward-looking statements except
as expressly required by applicable securities law.
    Risks related to the Fund have been summarized in the Fund's latest
Annual Information Form, Management's Discussion and Analysis included in the
Annual Report and quarterly financial reports available on www.sedar.com or
the Fund's web site at www.armtecincomefund.com.





For further information:

For further information: Charles M. Phillips, President & Chief
Executive Officer, Armtec Limited Partnership, Tel: (519) 822-0210, Fax: (519)
822-8894; James R. Newell, Chief Financial Officer, Armtec Limited
Partnership, Tel: (519) 822-0210, Fax: (519) 822-8894; Carrie Boutcher, Vice
President, Finance Armtec Limited Partnership, Tel: (519) 822-0210, Fax: (519)
822-8894

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ARMTEC INFRASTRUCTURE INCOME FUND

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