Madison Dearborn Partners Agrees to Acquire IPL Plastics Inc.

MONTREAL, July 29, 2020 (GLOBE NEWSWIRE) -- IPL Plastics Inc. (“IPLP” or the “Company”) (TSX: IPLP) today announced that it has entered into an arrangement agreement (the “Arrangement Agreement”) to be acquired by Intelligent Packaging Limited Purchaser Inc. (the “Purchaser”), an entity controlled by funds (the “MDP Funds”) managed by Madison Dearborn Partners, LLC (“MDP”), a Chicago-based private equity firm.  Under the terms of the Arrangement Agreement, subject to shareholder and other customary approvals, the Purchaser will acquire at C$10.00 in cash per share (the “Purchase Price”) all of the issued and outstanding common shares (the “Shares”) of IPLP.  The Purchase Price represents a 49% premium to the IPLP closing share price on July 28, 2020, a 69% premium to the 20-day volume-weighted average price per share for the period ending on July 28, 2020, and a 153% premium to the closing price on May 15, 2020, the last trading day prior to media reports concerning a potential acquisition. The transaction values IPLP at C$555 million on an equity basis and at C$981 million on an enterprise basis.

Entry into the Arrangement Agreement was based on the unanimous recommendations of both the IPLP board of directors (the “Board”) and the independent committee of the Board (the “Special Committee”) and followed an extensive review and analysis.

The majority of the outstanding Shares owned by Caisse de dépôt et placement du Québec (“CDPQ”), the largest shareholder of IPLP, are effectively to be rolled over at an implied value per Share equal to the Purchase Price, such that upon completion of the transaction, the MDP Funds will be the controlling shareholder of IPLP, with a wholly-owned subsidiary of CDPQ holding a minority equity interest of approximately 24.9%. The remaining Shares owned by CDPQ will be sold to the Purchaser at the Purchase Price. CDPQ plans to continue to support the development of the Company in Quebec and abroad.  Provided that it maintains a minimum ownership threshold, CDPQ will hold governance rights in respect of material modifications to certain Company activities in Quebec.

Under the terms of the Arrangement Agreement, IPLP may solicit a superior offer for a defined “go-shop” period, as further outlined below. BMO Nesbitt Burns Inc. (“BMO Capital Markets”) has been retained to approach potential interested parties with a view to soliciting a higher offer, which the MDP Funds are entitled to match.