Date Closed

January 31, 2018

Lead Office

Calgary

Value

509.00 Million CAD

On January 31, 2018, Pure Technologies Ltd. (“Pure”) announced the closing of the plan of arrangement whereby Xylem Inc. indirectly acquired, through its wholly-owned subsidiary, all of the outstanding common shares for C$9 per share in cash (the “Cash Consideration”) and options of Pure, for a total enterprise value of C$509 million. The acquisition was effected by way of a plan of arrangement under the Business Corporations Act (Alberta). All outstanding options of Pure were exercised or surrendered prior to the closing of the plan of arrangement for a payment, in the case of surrendered options, equal to the positive difference, if any, obtained by subtracting the exercise price of the surrendered option from the Cash Consideration per share, less applicable tax withholdings.

The addition of Pure will strengthen Xylem’s position as a leading provider of intelligent solutions that address the water industry’s most persistent problems. After the acquisition, the companies will provide their customers with powerful and innovative solutions.

Xylem is a leading global water technology company. Its products and services move, treat, analyze, monitor and return water to the environment in public utility, industrial, residential and commercial building services settings. Pure Technologies is a world leader in the development and application of innovative technologies for inspection, monitoring and management of critical infrastructure.

McCarthy Tétrault LLP advised Pure with a team led by Gordon Cameron and Catherine Samuel that included Melissa Colborne and Farhiyah Shariff (Business), Sean Smyth and Lyndsey Delamont (Litigation), Dominic Thérien (Competition), Robert Nearing (Tax), Ben Aberant (Labour & Employment), and Vincent Yip (Intellectual Property).