ARE Aecon Group Inc

TORONTO, Oct. 8 /CNW/ -- /NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S./ - - exercise of over-allotment brings total gross proceeds to $92 million - - TORONTO, Oct. 8 /CNW/ - Aecon Group Inc. (TSX: ARE) today announced that it has completed the previously announced issuance of convertible unsecured subordinated debentures on a bought deal basis to a syndicate of underwriters co-led by GMP Securities L.P. and TD Securities Inc., and including Raymond James Ltd., CIBC World Markets Inc., Macquarie Capital Markets Canada Ltd., BMO Capital Markets, Canaccord Genuity Corp., National Bank Financial Inc., Paradigm Capital Inc., and Scotia Capital Inc. As a result of the exercise on closing of the over-allotment option granted to underwriters, the total gross proceeds of the offering were $92 million. Aecon will use the net proceeds of the offering to help fund the remaining purchase price payable in connection with the previously completed acquisition of assets from Cow Harbour Construction Ltd. The convertible debentures are direct, unsecured obligations of Aecon which mature on October 31, 2015 and accrue interest at the rate of 6.25% per annum payable semi-annually. At the holder's option, the convertible debentures may be converted into common shares in the capital of Aecon Group Inc. at any time up to the maturity date at a conversion price of $19.00 per share, subject to adjustment in certain circumstances. From October 31, 2013 through the maturity date, Aecon may, at its option, redeem the convertible debentures, in whole or in part, at par plus accrued and unpaid interest provided that the weighted average trading price of the common shares on the Toronto Stock Exchange during a specified period prior to redemption is not less than 125% of the conversion price. The securities offered have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of such Act. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction. Aecon Group Inc. is Canada's largest, publicly traded construction and infrastructure development company. Aecon and its subsidiaries provide services to private and public sector clients throughout Canada and on a selected basis internationally. Aecon is committed to safely and profitably delivering best of class services and products in an environmentally sensitive manner, and is pleased to be recognized as one of the 50 Best Employers in Canada. The information in this press release includes certain forward-looking statements. These "forward-looking" statements are based on currently available competitive, financial and economic data and operating plans but are subject to risks and uncertainties. In addition to general global events outside Aecon's control, there are factors which could cause actual results, performance or achievements to vary from those expressed or inferred herein including risks associated with an investment in the convertible debentures, or common shares of Aecon and the risks related to Aecon's business. Risk factors are discussed in greater detail in the section on "Risk Factors" in the Final Short Form Prospectus filed on October 1, 2010 and available at www.sedar.com. Forward-looking statements include information concerning possible or assumed future results of operations or financial position of Aecon, as well as statements preceded by, followed by, or that include the words "believes," "expects," "anticipates," "estimates," "projects," "intends," "should" or similar expressions. Important factors, in addition to those discussed in this document, could affect the future results of Aecon and could cause those results to differ materially from those expressed in any forward-looking statements. NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S. %SEDAR: 00004778EF Mitch Patten, Senior Vice President, Corporate Affairs, Aecon Group Inc., 416-297-2615, aecon@aecon.com, www.aecon.com

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