Thursday, March 15, 2018

Canada’s Shelter Modular Acquired by Horizon North

Horizon North and Shelter Modular, a full-service modular construction provider based in Aldergrove, British Columbia, have signed a Binding Letter of Intent pursuant to which Horizon North has agreed to make an offer to purchase (the "Offer") all of the issued and outstanding common shares of Shelter Modular (the "Shelter Shares") for $4.75 million, payable in a mix of common shares of Horizon North ("Horizon Shares") and assumption of existing debt. The Binding Letter of Intent is subject to certain conditions, including the receipt of all necessary and required consents, including those from the Toronto Stock Exchange and the Corporation's lending syndicate. The transaction is scheduled to close in mid-April 2018.

Shelter Modular in Aldergrove, British Columbia

The Offer will be made pursuant to an exempt take-over bid. The Offer will be subject to a number of conditions including, among others, there being validly deposited under the Offer and not withdrawn such number of Shelter Shares that represents at least 90% of the outstanding Shelter Shares calculated on a fully-diluted basis. Certain conditions may be waived by Horizon North at any time both before and after the time of expiry of the Offer. Shelter Modular has agreed not to solicit further offers or initiate discussion or negotiations with any third party with respect to an alternative transaction involving Shelter Modular until closing of the transaction.

"The strategic acquisition of Shelter Modular immediately provides Horizon North with additional manufacturing capacity to meet increasing demand in our Modular Solutions division," says Rod Graham, President and Chief Executive Officer of Horizon North. "Along with exposure to future opportunities to grow the modular business and gain additional market share, this acquisition provides for improved access to lower mainland British Columbia. This lowers transportation costs and increases labour efficiency to provide best in class service for our existing municipal and provincial government clients."

In addition to several contracts being executed to provide modular housing solutions for the Vancouver Affordable Housing Agency ("VAHA"), the Corporation is also working closely with the BC Housing Management Commission ("BC Housing") as they execute on a commitment from the Government of British Columbia (the "Province") to build supportive homes for people struggling with homelessness. In addition to $291 million allocated in 2017 to support the construction of 2,000 modular housing units across various centres in British Columbia, the Province's Budget 2018 provides substantial additional funding over the next three years to continue building affordable and student housing infrastructure across the province.

"Building on our current successful construction projects with VAHA and BC Housing, Horizon North is committed, through this new property and our Center of Excellence facility on traditional Tk'emlúps te Secwe'pemc land in Kamloops, to providing a made-in-British-Columbia solution to support the work of these government agencies in introducing critically needed housing for vulnerable BC citizens," adds Rod Graham.

Horizon North continues to add certainty to its Modular Solutions project portfolio for the remainder of 2018 and beyond. As of February 28, 2018, backlog in the Modular Solutions division sits at $46.2 million with high probability line of sight to an additional $131.4 million of projects. This compares to $43.9 million and $148.0 million respectively at December 31, 2017.

In the first two months of 2018, several high probability opportunities converted into backlog and more than offset the projects executed in the same timeframe. The backlog and high probability opportunities at February 28, 2018 consist of a variety of development projects, including government sponsored affordable housing, multi-phased condominiums, hotels, hostels, Aboriginal housing and commercial infrastructure, and Karoleena residential homes.

"We are encouraged by the growth of our Modular Solutions portfolio and its increasing profile as a percentage of our overall revenues," says Rod Graham, President and Chief Executive Officer of Horizon North. "We are also pleased to see a growing diversification in our projects, including a recently signed contract with Hostelling International Canada to construct a new purpose-built hostel in Jasper, Alberta."

About Horizon North

Horizon North is a publicly listed corporation (TSX: HNL.TO) providing a full range of industrial, commercial, and residential products and services. Our Industrial Services division supplies workforce accommodations, camp management services, access solutions, maintenance and utilities. Our Modular Construction division integrates modern design concepts and technology with state of the art, off-site manufacturing processes; producing high quality building solutions for commercial and residential offerings including offices, hotels, and retail buildings, as well as distinctive single detached dwellings and multi-family residential structures. As a result of our diverse product and service offerings, Horizon North is uniquely positioned to meet the needs of our customers in numerous sectors, anywhere in Canada.

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