Carillion Plc Regulatory News (CLLN)

29 May 2015

Carillion acquires Outland Group, a Canadian support services business

Integrated support services company, Carillion plc, has acquired 100 per cent of the share capital of Outland Group(1) (Outland), a leading provider of remote-site accommodation and associated services that operates across Canada.

Outland is a privately-owned business, which started in 1985, and which provides a complete range of remote-site services including accommodation, camp management, catering, maintenance and housekeeping to public and private sector customers across a wide range of growth sectors, including mining, utilities, forestry, gas and oil, in which it has strong positions. The existing senior management team of Simon Landy, David O'Connor and Jeff Taylor, who were also the major shareholders in Outland, will join Carillion and remain with the business.

The acquisition complements and enhances the existing skills and capabilities of Carillion's support services business in Canada, in line with our strategy of accelerating the development and growth of our services activities across Canada. Currently, Outland is delivering projects or actively bidding for contracts in 9 of Canada's 13 Provinces and Territories.

The consideration will be paid in instalments from Carillion's existing cash resources, with the total dependent on the financial performance of Outland, but capped at £63 million. The first instalment of some £11 million, of which approximately £5 million relates to the acquisition of cash and excess working capital on Outland's balance sheet, will be paid in 2015, with further instalments in 2016 totalling approximately £25 million. The balance of the consideration will be paid in 2018 and 2019 and this will be based on 4.5 times 51.5 per cent of Outland's average EBITDA in 2015, 2016 and 2017, but capped so that the total consideration does not exceed £63 million.

At 30 September 2014, Outland had gross assets of £38.5 million. In the 12 months to 30 September 2014, Outland had revenue of £112.2 million and pre-tax profit of £12.3 million. Outland's balance sheet and financial results will be 100 per cent consolidated.

Commenting, Carillion Chief Executive, Richard Howson, said: ''Acquiring Outland is another important strategic step in the development of our support services business in Canada. Outland brings complementary skills and knowledge to Carillion and its culture complements our own. It has built a reputation for delivering high-quality, value-for-money services to a portfolio of blue chip private and public sector customers and is well-positioned in a diverse range of growth markets. We therefore look forward to welcoming the Outland team to Carillion and to working together to build on their strong track record".

(1) Outland Group comprises 491313 B.C. Limited and its subsidiaries and associates.

Notes to Editors

The Outland Group comprises 491313 B.C Ltd. and its subsidiaries Outland Camps Inc, Outland Resources Inc. and Bearhills Fire Inc.

Carillion is a leading integrated support services company with a substantial portfolio of Public Private Partnership projects and extensive construction capabilities. The Group had annual revenue in 2014 of some £4.1 billion, employs around 42,000 people and operates across the UK, in the Middle East and Canada.

The Group has four business segments.

Support services - this includes facilities management, facilities services, energy services, utility services, road maintenance, rail services and consultancy services.

Public Private Partnership (PPP) projects - this includes investing activities in PPP projects for Government buildings and infrastructure, mainly in the Defence, Health, Education, Transport and Secure accommodation sectors.

Middle East construction services - this includes building and civil engineering activities in the Middle East.

Construction services (excluding the Middle East) - this includes building, civil engineering and developments activities in the UK and construction activities in Canada.

This and other Carillion news releases can be found at www.carillionplc.com

For more information

Richard Adam, Group Finance Director, Carillion plc + 44 (0) 1902 316360

John Denning, Director Group Corporate Affairs, Carillion plc + 44 (0) 1902 316426

Finsbury

James Murgatroyd or Gordon Simpson +44 (0) 207 2513801