Category: Uncategorised

• The infrastructure & renewable resources (I&RR) team names Lea Dubourg-Hrachovec as new managing director and head of London office
• The I&RR London team will focus on new capital investment, asset management, and developing new partnerships in the region

BCI’s infrastructure & renewable resources (I&RR) team is opening an office in London, U.K. The office, BCI’s first outside North America, is an important evolution of BCI and the I&RR strategy and provides a solid foundation to continue to originate and manage investments in the U.K. and European context.

“The London office is a natural extension of our global investment strategy, one that has continued to develop in both scale and sophistication,” said Lincoln Webb, executive vice president & global head, infrastructure & renewable resources at BCI. “Our growing presence in the region, unlocks important access to investment opportunities – allowing us to work closely with local investors, communities, and governments in the development and stewardship of critical infrastructure.”

Dubourg-Hrachovec will join BCI from the Pension Protection Fund where she is head of infrastructure, timberland and farmland. Prior to this role, she held senior positions in infrastructure investing at First State Investments and Whitehelm Capital. A strong relationship manager, Lea brings 15 years of asset management as well as direct investing experience to the role.

“Lea brings a wealth of expertise and experience that will allow us to further drive growth in the region,” added Webb. “We’re very excited to welcome Lea to BCI. Under her strong leadership, the London team will continue to grow and develop our portfolio, deepen local partnerships, and work strategically with our portfolio company management teams.”

About BCI
British Columbia Investment Management Corporation (BCI) is amongst the largest institutional investors in Canada with C$211.1 billion under management, as of March 31, 2022. Based in Victoria, British Columbia, with offices in Vancouver and New York City. BCI is invested in: fixed income and private debt; public and private equity; infrastructure and renewable resources; as well as real estate equity and real estate debt through our independently operated platform company QuadReal Property Group. With our global outlook, we seek investment opportunities that convert savings into productive capital that will meet our clients’ risk and return requirements over time.

BCI’s Infrastructure & Renewable Resources program, valued at approximately C$20.2 billion, invests in tangible long-life assets in the Americas, UK, Europe, and Asia Pacific, including a portfolio of direct investments in regulated utilities, energy, telecommunications, transportation, timberlands, and agri-businesses.

National Gas (“the Company”), today becomes the owner & operator of Britain’s gas transmission network with an extensive metering portfolio.

It follows the completion of the sale of a 60% equity stake in National Grid’s Gas Transmission & Metering business. The acquisition, led by Macquarie Asset Management and British Columbia Investment Management Corporation (BCI) (“the Consortium”), was successfully completed after all conditions relating to the sale were met.

National Gas is comprised of two organisations – National Gas Transmission and National Gas Metering. National Gas Transmission will own and operate the UK’s 7,600 km-long National Transmission System (NTS) and continue to ensure the safe, reliable and affordable transportation of gas needed to heat homes, power industry and generate electricity.

As the UK’s largest gas meter asset manager, National Gas Metering, will continue to provide industry-leading maintenance and management services for over 7 million domestic, industrial and commercial gas meters.

The business will invest in innovation to future proof the UK, including by repurposing existing assets working in collaboration with the UK Government and industry partners to deliver a hydrogen “backbone” for Britain. Through connecting industrial clusters around the country and leveraging the UK’s world-leading offshore wind industry for hydrogen production, we will provide a base of infrastructure that will decarbonise power generation and heavy industry, boost domestic energy resilience with hydrogen storage and underpin millions of future green jobs.

The Company will be led by an experienced Management Team and Board, headed by Jon Butterworth who resumes his role as Chief Executive Officer having previously held the position of CEO of National Grid Gas Transmission & Metering. Jon and his team have played a key role in overseeing the development of the NTS into one of the safest and most reliable gas networks in the world with 100% reliability achieved in every year since 2020.

Jon Butterworth, CEO of National Gas, commented: “Today is a truly historic day for the UK’s gas industry and I’m delighted to be part of an organisation that sits at the heart of our energy industry.

Our network plays a fundamental role providing energy security for over 23 million homes and 210,000 businesses across the country, as well as the gas-fired power stations that keep the UK’s lights on by providing nearly 40% of our electricity annually.

We’re so excited by the opportunity to play a leading role in the UK’s decarbonisation journey by seamlessly transitioning the network from natural gas to hydrogen and unlocking the full potential of the UK’s net zero economy in the process”.

Will Price, Head of Utilities in EMEA, at Macquarie Asset Management added: “Accelerating the decarbonisation of the UK’s energy mix is crucial to deliver the UK’s net zero ambitions. Hydrogen and other green gases offer the quickest and cheapest path to decarbonise home heating and key industrial processes, as well as strengthening the UK’s energy system through seasonal energy storage. National Gas has ambitious plans, and we are delighted to be supporting the business in this journey.”

Lincoln Webb, Executive Vice President & Global Head, Infrastructure & Renewable Resources at BCI, commented: “BCI strongly supports National Gas’ innovative decarbonisation strategy, which involves transitioning away from fossil fuels while still offering a secure, safe, and reliable network at least cost to consumers. Our investment in National Gas is a testament to our support of the UK’s commitment to net zero carbon emissions by 2050.”

Enquiries

Media
Andrew Marsh +44 (0) 7583 102 727
Ntobeko Chidavaenzi +44 (0) 7977 054 575

About Us

National Gas comprises two businesses, National Gas Transmission and National Gas Metering.

As both the transmission owner and system operator, National Gas Transmission owns, builds and operates the high-pressure NTS with day-to-day responsibility for balancing supply and demand in real time and facilitates the connection of assets to the transmission system. The NTS comprises approximately 7,660 kilometres of high-pressure pipe and 23 compressor stations connecting to 8 distribution networks and other third-party independent systems.

National Gas also owns and operates an independent metering business, the largest owner of traditional gas meters in the UK with approximately 7 million domestic and commercial meters. The business’ activities cover asset procurement and logistics management, meter installation, maintenance, exchange and removal and customer service provision.

About Macquarie Asset Management

Macquarie Asset Management is a global asset manager that aims to deliver positive impact for everyone. Trusted by institutions, pension funds, governments, and individuals to manage approximately £456 billion in assets globally, we provide access to specialist investment expertise across a range of capabilities including infrastructure, green investments, real estate, agriculture & natural assets, asset finance, private credit, equities, fixed income and multi asset solutions.

Macquarie Asset Management is part of Macquarie Group, a diversified financial group providing clients with asset management, finance, banking, advisory and risk and capital solutions across debt, equity, and commodities. Founded in 1969, Macquarie Group employs more than 19,000 people in 33 markets and is listed on the Australian Securities Exchange.

All figures as of 30 September 2022. For more information, please visit Macquarie.com

About BCI
British Columbia Investment Management Corporation (BCI) is amongst the largest institutional investors in Canada with C$211.1 billion under management, as of March 31, 2022. Based in Victoria, British Columbia, with offices in Vancouver and New York City. BCI is invested in: fixed income and private debt; public and private equity; infrastructure and renewable resources; as well as real estate equity and real estate debt through our independently operated platform company QuadReal Property Group. With our global outlook, we seek investment opportunities that convert savings into productive capital that will meet our clients’ risk and return requirements over time.

BCI’s infrastructure & renewable resources program, valued at approximately C$20.2 billion, invests in tangible long-life assets in the Americas, Europe, and Asia Pacific, including a portfolio of direct investments in regulated utilities, energy, telecommunications, transportation, timberlands, and agri-businesses.

For more information, please visit bci.ca.

British Columbia Investment Management Corporation (BCI) has entered into an agreement with Macquarie Asset Management’s Green Investment Group (GIG) to acquire an interest in GIG’s global battery storage platform. The transaction is anticipated to close in the second quarter of 2023, subject to the receipt of regulatory approvals and satisfaction of customary closing conditions.

The platform, Eku Energy, was launched to develop, build, and operate a global portfolio of utility-scale battery storage projects. Eku Energy has 190MWh of projects with a pipeline of over 3 GWh^[1] across the UK, Australia, Japan, and Europe^[2]. Eku Energy’s projects will provide vital grid services in key global markets.

Battery storage is an essential enabler of the energy transition as it captures and stores excess clean energy produced during times of oversupply and delivers energy when there is a shortage or increased demand. Eku Energy will also provide additional services which help manage and balance electricity grids, enabling more renewable energy capacity to connect to the grid and support the decarbonization of economies, while helping secure supply.

“We look forward to working with Eku’s management and staff in the ongoing development and expansion of the company,” said Lincoln Webb, executive vice president & global head, infrastructure & renewable resources. “As countries worldwide facilitate the integration of clean energy to meet energy transition objectives, large-scale battery storage platforms like Eku are poised for strong growth, resulting in attractive investment opportunities.”

Chris Morrison, interim CEO of Eku Energy, said: “We are delighted to receive the backing of BCI. BCI’s investment recognises the quality of our team and platform, as well as the size of the opportunity for battery storage technology as the shift to clean energy accelerates. We look forward to working with teams from Macquarie Asset Management’s Green Investment Group and BCI as we develop our global pipeline of opportunities in battery storage and establish Eku Energy as a leading contributor to the energy transition.”

About BCI

British Columbia Investment Management Corporation (BCI) is amongst the largest institutional investors in Canada with C$211.1 billion under management, as of March 31, 2022. Based in Victoria, British Columbia, with offices in Vancouver and New York City, BCI is invested in: fixed income and private debt; public and private equity; infrastructure and renewable resources; as well as real estate equity and real estate debt through our independently operated platform company QuadReal Property Group. With our global outlook, we seek investment opportunities that convert savings into productive capital that will meet our clients’ risk and return requirements over time.

BCI’s infrastructure & renewable resources program (I&RR), valued at approximately C$20.2 billion, invests in tangible long-life assets in the Americas, Europe, and Asia Pacific, including a portfolio of direct investments in regulated utilities, energy, telecommunications, transportation, timberlands, and agri-businesses.

About Eku Energy

Eku Energy is a globally diversified and technology enabled energy storage business.

We develop, build, and manage energy storage assets that facilitate the delivery of reliable, clean energy and advance the energy transition. Our global portfolio of 3 GWh of digitally enabled, flexible, utility-scale storage projects will provide vital grid services in key markets around the world.

Established by Macquarie’s Green Investment Group, Eku Energy’s purpose-built team brings together specialist technical capabilities, with experience across origination, development, system design, power markets and software optimisation. By combining technical, digital and financial innovation with a local partnership approach and data driven understanding of markets, we develop sophisticated revenue contracting strategies that maximise the benefits of energy storage systems in any given location.

By: Kirk Falconer
PUBLISHED: 11 January, 2023

After planting a flag in NYC, BCI private equity sets its sights on Europe

US and European bases of operation will “give us runway to continue doing what we’ve been doing,” PE chief Jim Pittman told Buyouts, including “growing our book of directs.”

As many investors brace for more volatility in 2023, British Columbia Investment Management Corp’s private equity group is preparing for global expansion. The C$211 billion ($157 billion) BCI took a big step in this direction last year, opening an office in New York City, the pension system’s first outside of Canada. A priority this year will be to beef up that office’s team, Jim Pittman, global head of private equity, told Buyouts.

“The US will in 2023 be a much more active market,” he said. “There are already some green shoots that we can see. With the New York location, we get closer to the action.” BCI is thinking similarly about its next move “onwards to Europe,” Pittman said. The plan is to set up shop in London by the end of 2023. A staff of a dozen will be hired to run the office, which, together with fresh recruits in New York and the Victoria headquarters, will up the PE group’s size to 65 professionals. US and European bases of operation will “give us runway to continue doing what we’ve been doing,” Pittman said. “That means growing our book of directs and finding more strategic partners along the way.”

BCI’s global initiative follows a spell of prodigious PE growth, culminating in 2021’s C$6.8 billion deployed in the market, a record amount. In addition, the portfolio performed strongly, earning a one-year net return of 29.6 percent and a five-year return of 21.5 percent.

Boost in directs

A major contributing factor to these results was a sharp pivot toward direct investing. In 2016, a decision was made to allocate a larger portion of capital to co-sponsorships and co-investments. Pittman, who joined BCI that year, and CEO Gordon Fyfe agreed that a boost in directs, combined with enhanced in-house resources, was key to accelerating a then slow-growth exposure to private markets.

Pittman moved quickly, doubling his team within months of taking the job. Just as quickly, BCI began doing more direct deals: the first, the 2016 acquisition with ATL Partners of Pilot Freight Services, a transportation and logistics provider. Others soon followed, such as the 2018 acquisition with PAI Partners of beverages bottler Refresco. Both portfolio companies were sold last year. Pilot went to Maersk for $1.7 billion, while Refresco was snapped up by KKR, reportedly for $7.5 billion-plus. The first sale generated a multiple of more than 3.5x, and the second, over 3x, sources told Buyouts. Pittman declined to comment.

Thanks to the ramp-up in directs, their share of PE portfolio assets grew to 39 percent from 21 percent over 2016-21. This, along with increased fund commitments, pushed total assets to C$24.8 billion in 2021 from $7.3 billion six years earlier, doubling private equity’s share of all BCI assets to 11.8 percent.

Investing in dislocation

BCI’s PE strategy targets mostly buyout and growth equity opportunities in North America and Europe. Sectors of interest are business services, consumer, financial services, healthcare, industrials, and technology, media and telecommunications, around which the in-house team is organized.

This focus aligns with fund preferences, which are of two types: high-performance GPs and GPs who are solid performers but also need capital as well as deal partners. Alongside the second type, BCI seeks to build its directs book, usually taking ownership stakes in companies of 30 percent to 50 percent.

“We want governance over the assets we’re buying,” Pittman said, for the purposes of driving returns and implementing ESG criteria.

Sponsors who are deal partners account for 70 percent of fund commitments. Working with them and other like-minded investors, BCI was a vigorous dealmaker in 2022, the influence of economic uncertainty notwithstanding.

New transactions included a $1 billion investment in Advent International’s take-private acquisition of Maxar Technologies, a space technology provider. Announced in December, the deal had a $6.4 billion value. Earlier in the year, BCI agreed to buy a minority interest in Authority Brands, a home services franchisor majority owned by Apax Partners. It also invested in Zedra, a corporate, fund and wealth solutions specialist owned by Corsair.

Pittman expects BCI to be just as active in 2023. In a market characterized by “more volatility and more risk,” not to mention the prospect of a recession, the aim is to “take advantage of dislocation” and an eventual “pick-up in deal levels,” he said. A priority will be “investing in portfolio companies that need liquidity.”

Flush with cash

BCI’s PE group is well-positioned for forthcoming opportunities because, unlike many peers, it is flush with cash. This “prized possession,” Pittman said, owes to selling assets when “markets were on fire.”

Since 2017, C$4.2 billion of fund stakes “no longer core to the strategy” were sold in secondaries deals, he said. The third and biggest of these closed in 2021, helping to lift combined distribution flows to C$8.5 billion.

BCI’s private equity target, which is 15 percent of assets, affords further room to maneuver. To meet the target and reach up to C$35 billion of portfolio assets over the next few years, the plan is to split investing more-or-less evenly between directs and funds.

Arriving at a 50:50 directs-funds ratio is “not an absolute, hard goal, but an aspirational goal,” Pittman said. What is more important is for the strategy “to stay on track.”

“We’ve been diligent in pacing and selling our investments and we have C$2.5 billion in highly flexible capital to deploy this coming year, in an environment where money is no longer cheap,” he said. “We’re optimistic that we can achieve risk-adjusted returns in this market.”

Before joining BCI, Pittman worked for more than a decade as a managing director, private equity, at Public Sector Pension Investment Board.

Republished with permission. Read the original article on Buyouts

BMS Group, the high growth independent specialty insurance and reinsurance broker, announces that a definitive agreement has been entered into with Eurazeo for an additional investment in the business. Existing shareholders British Columbia Investment Management Corporation (BCI), Preservation Capital Partners (PCP), management and staff will continue to be invested in the business. The transaction is subject to regulatory approvals.

In the period 2019 to 2022, revenues at BMS have increased from c.£100m to more than £250m. BMS has made eight acquisitions over the past three years, the most recent being Eisenar in Spain. Staff numbers have risen by over 70% to c.900 people across specialty and reinsurance disciplines. BMS has also recently strengthened the leadership team including Nick Gillett (CEO, Int.), Eliot Powell, (Group CCO), Louisa Erwin (Group Head, DEI), Ian Matheson, (Chair, Canada), Chris McDowell, (CEO, Bermuda), Ted Hodgkinson, (Chair, Asia).

Operating across 14 countries, with 28 offices this additional investment announced today will enable an acceleration in BMS’ pace of growth across its core trading divisions as well as focused investment to continue to deliver exceptional results for clients.

BMS’ management team, led by Chief Executive Officer Nick Cook, will all remain in their roles following completion of the transaction, and management and staff of BMS will remain significant shareholders in the company.

Cook said: “At a time when the macro-economic environment is causing headwinds for some, this investment is testament to the extraordinary growth and expansion we have delivered for several years and the confidence we have in our strategy to expand as a global independent specialty insurance and reinsurance broker. BMS has attracted immense attention over the past few months from global investors as we looked to position the business for an exciting future. The global reach of Eurazeo will undoubtedly help us in our ongoing expansion alongside the continue support of BCI and PCP. I am delighted to welcome Eurazeo, a prestigious listed global partner.

“Our culture and our dedication to recruiting and nurturing the very best people in the market is unique and steadfast. We are a home for top-flight, talented people with expertise, innovation, and who have entrepreneurialism at their heart. This ethos is a clear differentiator for our clients and runs to the core of everything we do.

“With our track record of organic double-digit growth, this investment, at a market leading valuation, has created the opportunity to scale this business with increased vigour and confidence. We have countless opportunities ahead of us in our specialty and reinsurance divisions. We now have three long-term capital partners who back BMS’ strategy and vision and, crucially, its continued independence.

“Our partners and our leadership team are committed to investment in our business and people to provide a market leading client service reinforced by data, digital and analytics. This is an exciting time for BMS, and I am grateful to all my colleagues at BMS who have driven our group success over the past few years. I could not be prouder of the achievements of the whole team.”

Maxime de Bentzmann, Managing Director, Eurazeo – Mid-large Buyout, commented: ”We have been exploring specialty insurance and reinsurance markets for some time and are delighted to have found, in BMS, another perfect opportunity to partner with a successful, global business with numerous transformation levers. Their shining record over recent years, under the leadership of Nick Cook and his management team, is one we admire, and we are genuinely excited to join forces to support their future success.”

“As a long-term investor, BCI is pleased to continue our significant investment in BMS, a market-leading company with a demonstrated track record of strong growth,” said Dave Hong, Senior Managing Director, Private Equity at BCI. “We are excited to partner with BMS management, Eurazeo, and PCP in the next phase of this journey, and to continue creating value for our pension plan and insurance fund clients.”

Jatender Aujla, Managing Partner, PCP, commented: “We are excited to welcome Eurazeo as a long term shareholder in BMS alongside PCP and BCI. BMS is one of the largest investments PCP have made to date and, thanks to Nick Cook and his superb team, it has been a phenomenal investment to date with revenue and EBITDA tripling, resulting in a 3.5x uplift in valuation since our investment in 2019. As a long term investor we remain committed to helping the team continue their ambitious growth strategy.”

BMS were advised by Evercore, BMS Capital Advisory and Macfarlanes LLP.

For further information please contact:

BMS

Haggie Partners

Peter Rigby, Ben Abbotts, Olivia Fatkin-Kane

Tel: + 44 20 7562 4444

bms@haggie.co.uk

BCI

Olga Petrycki

Director, External Stakeholder Engagement

Tel: +1 778-410-7310

media@bci.ca

About BMS Group

BMS Group is a leading independent specialist (re)insurance broker. For 40 years, BMS has provided comprehensive, customised solutions in the fields of wholesale, reinsurance and direct insurance, and capital advisory through our teams of experts. Today, this experience and expertise, served with a spirit of creativity, allows BMS to offer a full range of integrated services. Designing individual, tailored solutions makes BMS the risk and capital management advisor clients want to work with time and again.

For more information about BMS please visit www.bmsgroup.com

About Eurazeo

Eurazeo is a leading global investment company, with a diversified portfolio of €32.4 billion in assets under management, including nearly €23.2 billion from third parties, invested in 530 companies. With its considerable private equity, private debt as well as real estate and infrastructure asset expertise, Eurazeo accompanies companies of all sizes, supporting their development through the commitment of its nearly 400 professionals and by offering deep sector expertise, a gateway to global markets, and a responsible and stable foothold for transformational growth. Its solid institutional and family shareholder base, robust financial structure free of structural debt, and flexible investment horizon enable Eurazeo to support its companies over the long term.

Eurazeo has offices in Paris, New York, London, Frankfurt, Berlin, Milan, Madrid, Luxembourg, Shanghai, Seoul, Singapore and Sao Paulo.

Eurazeo is listed on Euronext Paris.

ISIN: FR0000121121 – Bloomberg: RF FP – Reuters: EURA.PA

About BCI

British Columbia Investment Management Corporation (BCI) is amongst the largest institutional investors in Canada with C$211.1 billion under management, as of March 31, 2022. Based in Victoria, British Columbia, with offices in Vancouver and New York City, BCI is invested in: fixed income and private debt; public and private equity; infrastructure and renewable resources; as well as real estate equity and real estate debt. With our global outlook, we seek investment opportunities that convert savings into productive capital that will meet our clients’ risk and return requirements over time.

BCI’s private equity program actively manages a C$24.8 billion global portfolio of privately held companies and funds with long-term growth potential. Leveraging our sector-focused teams in business services, consumer, financial services, healthcare, industrials, and technology, media and telecommunications, we work with strategic private equity partners to source and manage direct and co-sponsor/co-investment opportunities.

Follow BCI on LinkedIn

About Preservation Capital Partners

Preservation Capital Partners (PCP) is a London based specialist private equity firm focused on investing in high growth financial technology and services business across Europe. PCP was founded in 2017 and manages c.$1Bn of assets under management. PCP also have investments in Optio, Parmenion, Saltus and HBC.

For more information, please visit www.preservationcp.com

Maxar stockholders to receive $53.00 per share in cash, a 129% premium to prior closing price

Maxar to remain U.S.-controlled and operated company following close

Advent brings 35+ year investment track record with significant experience in global security and defense

Transaction will support Maxar to accelerate investment in and development of the Company’s next-generation satellite technologies and data insights for its customers

Westminster, CO and Boston, MA – Maxar Technologies (NYSE:MAXR) (TSX:MAXR) (“Maxar” or the “Company”), provider of comprehensive space solutions and secure, precise, geospatial intelligence, today announced that it has entered into a definitive merger agreement to be acquired by Advent International (“Advent”), one of the largest and most experienced global private equity investors, in an all-cash transaction that values Maxar at an enterprise value of approximately $6.4 billion. Advent is headquartered in the United States and has a demonstrable track record as a responsible owner of defense and security businesses. Following the close of the transaction, Maxar will remain a U.S.-controlled and operated company.

Under the terms of the definitive merger agreement, Advent has agreed to acquire all outstanding shares of Maxar common stock for $53.00 per share in cash. The purchase price represents a premium of approximately 129% over Maxar’s closing stock price of $23.10 on December 15, 2022, the last full trading day prior to this announcement, an approximately 135% premium to the 60-day volume-weighted average price prior to this announcement, and a premium of approximately 34% over Maxar’s 52-week high.

Following the closing of the transaction, Maxar will benefit from the significant resources, operational expertise and capacity for investment provided by Advent. As a private company, Maxar will be able to accelerate investments in next-generation satellite technologies and data insights that are vital to the Company’s government and commercial customers, as well as pursue select, strategic M&A to further enhance the Company’s portfolio of solutions. This includes supporting the successful delivery of the new Legion satellite constellation, accelerating the launch of Legion 7 and 8 satellites and further growing the Earth Intelligence and Space Infrastructure businesses through investments in next-generation capabilities, such as advanced machine learning and 3D mapping. With approximately $28 billion invested across the defense, security and cybersecurity sectors in the last three years, Advent’s portfolio companies have substantial expertise supporting many satellite and defense platforms which serve the U.S. government and its allies as well as companies across the globe.

“This transaction delivers immediate and certain value to our stockholders at a substantial premium,” said General Howell M. Estes, III (USAF Retired), Chair of Maxar’s Board of Directors. “Maxar’s mission has never been more important, and this transaction allows us to maximize value for stockholders while accelerating the Company’s ability to deliver its mission-critical technology and solutions to customers over the near and long term.”

“Today’s announcement is an exceptional outcome for stockholders and is a testament to the hard work and dedication of our team, the value Maxar has created and the reputation we have built in our industry,” said Daniel Jablonsky, President and CEO of Maxar. “Advent has a proven record of strengthening its portfolio companies and a desire to support Maxar in advancing our long-term strategic objectives. As a private company, we will have enhanced flexibility and additional resources to build on Maxar’s strong foundation, further scale operations and capture the significant opportunities in a rapidly expanding market.”

“We have tremendous respect and admiration for Maxar, its industry-leading technology and the vital role it serves in supporting the national security of the United States and its allies around the world,” said David Mussafer, Chairman and Managing Partner of Advent. “We will prioritize Maxar’s commitment as a core provider to the U.S. defense and intelligence communities, and allies, while providing Maxar with the financial and operational support necessary to apply its technology and team members even more fully to the missions and programs of its government and commercial customers.”

“In our view, Maxar is a uniquely positioned and attractive asset in satellite manufacturing and space-based high-resolution imagery, with an incredible workforce and many opportunities ahead,” said Shonnel Malani, Managing Director and global head of Advent’s aerospace and defense team. “We have strong conviction in the growing need for the differentiated solutions Maxar provides, and our goal is to invest in expanding Maxar’s satellite constellation as well as supporting Maxar’s team to push the boundaries of innovation, ensuring mission success for its customers.”

Transaction Details

Under the terms of the agreement, which has been unanimously approved by Maxar’s Board of Directors, Maxar stockholders will receive $53.00 in cash for each share of common stock they own.

Advent has arranged committed debt and equity financing commitments for the purpose of financing the transaction, providing a high level of closing certainty. Funds advised by Advent have committed an aggregate equity contribution of $3.1 billion and British Columbia Investment Management Corporation (“BCI”) is providing a minority equity investment through a committed aggregate equity contribution equal to $1.0 billion, both on the terms and subject to the conditions set forth in the signed equity commitment letters.

The agreement includes a 60-day “go-shop” period expiring at 11:59 pm EST on February 14, 2023. During this period, the Maxar Board of Directors and its advisors will actively initiate, solicit and consider alternative acquisition proposals from third parties. The Maxar Board will have the right to terminate the merger agreement to enter into a superior proposal subject to the terms and conditions of the merger agreement. There can be no assurance that this “go-shop” will result in a superior proposal, and Maxar does not intend to disclose developments with respect to the solicitation process unless and until it determines such disclosure is appropriate or otherwise required. The Company, Advent and BCI will contemporaneously pursue regulatory reviews and approvals required to conclude the transaction.

The transaction is expected to close mid-2023, subject to customary closing conditions, including approval by Maxar stockholders and receipt of regulatory approvals. The transaction is not subject to any conditionality related to the launch, deployment or performance of Maxar’s WorldView Legion satellite program. Upon completion of the transaction, Maxar’s common stock will no longer be publicly listed. It is expected that Maxar will continue to operate under the same brand and maintain its current headquarters in Westminster, Colorado.

The foregoing description of the merger agreement and the transactions contemplated thereby is subject to, and is qualified in its entirety by reference to, the full terms of the merger agreement, which Maxar will be filing on Form 8-K.

Advisors

J.P. Morgan Securities LLC is serving as financial advisor to Maxar and Wachtell, Lipton, Rosen & Katz is serving as lead counsel to Maxar. Milbank LLP is serving as Maxar’s legal advisor with respect to certain space industry and regulatory matters.

Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC are serving as financial advisors to Advent and Weil, Gotshal & Manges LLP is serving as lead counsel to Advent. Covington & Burling LLP is serving as Advent’s legal advisor with respect to certain regulatory matters.

Skadden, Arps, Slate, Meagher & Flom LLP is serving as lead counsel to BCI. Freshfields Bruckhaus Deringer LLP is serving as BCI’s legal advisor with respect to certain regulatory matters.

About Maxar

Maxar Technologies (NYSE:MAXR) (TSX:MAXR) is a provider of comprehensive space solutions and secure, precise, geospatial intelligence. We deliver disruptive value to government and commercial customers to help them monitor, understand and navigate our changing planet; deliver global broadband communications; and explore and advance the use of space. Our unique approach combines decades of deep mission understanding and a proven commercial and defense foundation to deploy solutions and deliver insights with unrivaled speed, scale and cost effectiveness. Maxar’s 4,400 team members in over 20 global locations are inspired to harness the potential of space to help our customers create a better world. For more information, visit www.maxar.com.

About Advent International

Founded in 1984 and based in Boston, MA, Advent International is one of the largest and most experienced global private equity investors. The firm has invested in over 400 private equity investments across 41 countries, and as of September 30, 2022, had $89 billion in assets under management. With 15 offices in 12 countries, Advent has established a globally integrated team of over 285 private equity investment professionals across North America, Europe, Latin America and Asia. The firm focuses on investments in five core sectors, including business and financial services; health care; industrial; retail, consumer and leisure; and technology. This includes investments in defense, security and cybersecurity as well as critical national infrastructure.

For over 35 years, Advent has been dedicated to international investing and remains committed to partnering with management teams to deliver sustained revenue and earnings growth for its portfolio companies.

For more information, visit

Website: www.adventinternational.com

LinkedIn: www.linkedin.com/company/advent-international

About BCI

British Columbia Investment Management Corporation (BCI) is amongst the largest institutional investors in Canada with C$211.1 billion under management, as of March 31, 2022. Based in Victoria, British Columbia, with offices in New York City and Vancouver, BCI is invested in: fixed income and private debt; public and private equity; infrastructure and renewable resources; as well as real estate equity and real estate debt. With our global outlook, we seek investment opportunities that convert savings into productive capital that will meet our clients’ risk and return requirements over time.

BCI’s private equity program actively manages a C$24.8 billion global portfolio of privately-held companies and funds with the potential for long-term growth and value creation. Leveraging our sector-focused teams in business services, consumer, financial services, healthcare, industrials, and technology, media and telecommunications, we work with strategic private equity partners to source and manage direct and co-sponsor/co-investment opportunities.

For more information, please visit bci.ca.

LinkedIn: https://www.linkedin.com/company/british-columbia-investment-management-corporation-bci

Additional Information About the Merger and Where to Find It

This communication relates to the proposed transaction involving Maxar. In connection with the proposed transaction, Maxar will file relevant materials with the U.S. Securities and Exchange Commission (the “SEC”), including Maxar’s proxy statement on Schedule 14A (the “Proxy Statement”). This communication is not a substitute for the Proxy Statement or any other document that Maxar may file with the SEC or send to its shareholders in connection with the proposed transaction. BEFORE MAKING ANY VOTING DECISION, SHAREHOLDERS OF MAXAR ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC, INCLUDING THE PROXY STATEMENT, WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain the documents (when available) free of charge at the SEC’s website, www.sec.gov, or by visiting Maxar’s investor relations website, https://investor.maxar.com/overview/default.aspx.

Participants in the Solicitation

Maxar and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the holders of Maxar’s common stock in respect of the proposed transaction. Information about the directors and executive officers of Maxar and their ownership of Maxar’s common stock is set forth in the definitive proxy statement for Maxar’s 2022 Annual Meeting of Stockholders, which was filed with the SEC on March 31, 2022, or its Annual Report on Form 10-K for the year ended December 31, 2021, and in other documents filed by Maxar with the SEC. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the Proxy Statement and other relevant materials to be filed with the SEC in respect of the proposed transaction when they become available. Free copies of the Proxy Statement and such other materials may be obtained as described in the preceding paragraph.

Forward-Looking Statements

This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Statements concerning general economic conditions, our financial condition, including our anticipated revenues, earnings, cash flows or other aspects of our operations or operating results, and our expectations or beliefs concerning future events; and any statements using words such as “believe,” “expect,” “anticipate,” “plan,” “intend,” “foresee,” “should,” “would,” “could,” “may,” “estimate,” “outlook” or similar expressions, including the negative thereof, are forward-looking statements that involve certain factors, risks and uncertainties that could cause Maxar’s actual results to differ materially from those anticipated.  Such factors, risks and uncertainties include:  (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement between the parties to the proposed transaction; (2) the failure to obtain approval of the proposed transaction from Maxar’s stockholders; (3) the failure to obtain certain required regulatory approvals or the failure to satisfy any of the other closing conditions to the completion of the proposed transaction within the expected timeframes or at all; (4) risks related to disruption of management’s attention from Maxar’s ongoing business operations due to the proposed transaction; (5) the effect of the announcement of the proposed transaction on the ability of Maxar to retain and hire key personnel and maintain relationships with its customers, suppliers and others with whom it does business, or on its operating results and business generally; (6) the ability of Maxar to meet expectations regarding the timing and completion of the transaction; (7) the impacts resulting from the conflict in Ukraine or related geopolitical tensions; (8) the impacts of the global COVID-19 pandemic or any other pandemics, epidemics or infectious disease outbreaks; (9) Maxar’s ability to generate a sustainable order rate for the satellite and space manufacturing operations and develop new technologies to meet the needs of its customers or potential new customers; (10) the impacts of any changes to the policies, priorities, regulations, mandates and funding levels of governmental entities; (11) the impacts if Maxar’s programs fail to meet contractual requirements or its products contain defects or fail to operate in the expected manner; (12) any significant disruption in or unauthorized access to Maxar’s computer systems or those of third parties that it utilizes in its operations, including those relating to cybersecurity or arising from cyber-attacks, and security threats could result in a loss or degradation of service, unauthorized disclosure of data, or theft or tampering of intellectual property; (13) satellites are subject to construction and launch delays, launch failures, damage or destruction during launch; (14) if Maxar satellites fail to operate as intended; (15) the impacts of any loss of, or damage to, a satellite and any failure to obtain data or alternate sources of data for Maxar’s products; (16) any interruption or failure of Maxar’s infrastructure or national infrastructure; (17) Maxar’s business with various governmental entities is concentrated in a small number of primary contracts; (18) Maxar operates in highly competitive industries and in various jurisdictions across the world; (19) uncertain global macro-economic and political conditions; (20) Maxar is a party to legal proceedings, investigations and other claims or disputes, which are costly to defend and, if determined adversely to it, could require it to pay fines or damages, undertake remedial measures or prevent it from taking certain actions; (21) Maxar’s ability to attract, train and retain employees; (22) any disruptions in U.S. government operations and funding; (23) any changes in U.S. government policy regarding use of commercial data or space infrastructure providers, or material delay or cancellation of certain U.S. government programs; (24) Maxar’s business involves significant risks and uncertainties that may not be covered by insurance; (25) Maxar often relies on a single vendor or a limited number of vendors to provide certain key products or services; (26) any disruptions in the supply of key raw materials or components and any difficulties in the supplier qualification process, as well as any increases in prices of raw materials; (27) any changes in Maxar’s accounting estimates and assumptions; (28) Maxar may be required to recognize impairment charges; (29) Maxar’s business is capital intensive, and it may not be able to raise adequate capital to finance its business strategies, including funding future satellites, or to refinance or renew its debt financing arrangements, or it may be able to do so only on terms that significantly restrict its ability to operate its business; (30) Maxar’s ability to obtain additional debt or equity financing or government grants to finance operating working capital requirements and growth initiatives may be limited or difficult to obtain; (31) Maxar’s indebtedness and other contractual obligations; (32) Maxar’s current financing arrangements contain certain restrictive covenants that impact its future operating and financial flexibility; (33) Maxar’s actual operating results may differ significantly from its guidance; (34) Maxar could be adversely impacted by actions of activist stockholders; (35) the price of Maxar’s common stock has been volatile and may fluctuate substantially; (36) Maxar’s operations in the U.S. government market are subject to significant regulatory risk; (37) failure to comply with the requirements of the National Industrial Security Program Operating Manual could result in interruption, delay or suspension of Maxar’s ability to provide its products and services, and could result in loss of current and future business with the U.S. government; (38) Maxar’s business is subject to various regulatory risks; (39) any changes in tax law, in Maxar’s tax rates or in exposure to additional income tax liabilities or assessments; (40) Maxar’s ability to use its U.S. federal and state net operating loss carryforwards and certain other tax attributes may be limited; (41) Maxar’s operations are subject to governmental law and regulations relating to environmental matters, which may expose it to significant costs and liabilities; and (42) the other risks listed from time to time in Maxar’s filings with the SEC.

For additional information concerning factors that could cause actual results and events to differ materially from those projected herein, please refer to Maxar’s Annual Report on Form 10-K for the year ended December 31, 2021 and to other documents filed by Maxar with the SEC, including subsequent Current Reports on Form 8-K and Quarterly Reports on Form 10-Q. Maxar is providing the information in this communication as of this date and assumes no obligation to update or revise the forward-looking statements in this communication because of new information, future events, or otherwise.

Contacts

For Maxar:

Investor Relations

Jonny Bell

(303) 684-5543

jonny.bell@maxar.com

Media Relations

Fernando Vivanco

(720) 877-5220

fernando.vivanco@maxar.com

OR

Scott Bisang / Eric Brielmann / Jack Kelleher

Joele Frank, Wilkinson Brimmer Katcher

(212) 355-4449

dgi-jf@joelefrank.com

For Advent:

Bryan Locke / Jeremy Pelofsky

FGS Global

(212) 687-8080

adventinternational-us@fgsglobal.com

BMS Group, the high growth independent specialty insurance and reinsurance broker, announces that a definitive agreement has been entered into with Eurazeo for an additional investment in the business. Existing shareholders British Columbia Investment Management Corporation (BCI), Preservation Capital Partners (PCP), management and staff will continue to be invested in the business. The transaction is subject to regulatory approvals.

In the period 2019 to 2022, revenues at BMS have increased from c.£100m to more than £250m. BMS has made eight acquisitions over the past three years, the most recent being Eisenar in Spain. Staff numbers have risen by over 70% to c.900 people across specialty and reinsurance disciplines. BMS has also recently strengthened the leadership team including Nick Gillett (CEO, Int.), Eliot Powell, (Group CCO), Louisa Erwin (Group Head, DEI), Ian Matheson, (Chair, Canada), Chris McDowell, (CEO, Bermuda), Ted Hodgkinson, (Chair, Asia).

Operating across 14 countries, with 28 offices this additional investment announced today will enable an acceleration in BMS’ pace of growth across its core trading divisions as well as focused investment to continue to deliver exceptional results for clients.

BMS’ management team, led by Chief Executive Officer Nick Cook, will all remain in their roles following completion of the transaction, and management and staff of BMS will remain significant shareholders in the company.

Cook said: “At a time when the macro-economic environment is causing headwinds for some, this investment is testament to the extraordinary growth and expansion we have delivered for several years and the confidence we have in our strategy to expand as a global independent specialty insurance and reinsurance broker. BMS has attracted immense attention over the past few months from global investors as we looked to position the business for an exciting future. The global reach of Eurazeo will undoubtedly help us in our ongoing expansion alongside the continue support of BCI and PCP. I am delighted to welcome Eurazeo, a prestigious listed global partner.

“Our culture and our dedication to recruiting and nurturing the very best people in the market is unique and steadfast. We are a home for top-flight, talented people with expertise, innovation, and who have entrepreneurialism at their heart. This ethos is a clear differentiator for our clients and runs to the core of everything we do.

“With our track record of organic double-digit growth, this investment, at a market leading valuation, has created the opportunity to scale this business with increased vigour and confidence. We have countless opportunities ahead of us in our specialty and reinsurance divisions. We now have three long-term capital partners who back BMS’ strategy and vision and, crucially, its continued independence.

“Our partners and our leadership team are committed to investment in our business and people to provide a market leading client service reinforced by data, digital and analytics. This is an exciting time for BMS, and I am grateful to all my colleagues at BMS who have driven our group success over the past few years. I could not be prouder of the achievements of the whole team.”

Maxime de Bentzmann, Managing Director, Eurazeo – Mid-large Buyout, commented: ”We have been exploring specialty insurance and reinsurance markets for some time and are delighted to have found, in BMS, another perfect opportunity to partner with a successful, global business with numerous transformation levers. Their shining record over recent years, under the leadership of Nick Cook and his management team, is one we admire, and we are genuinely excited to join forces to support their future success.”

“As a long-term investor, BCI is pleased to continue our significant investment in BMS, a market-leading company with a demonstrated track record of strong growth,” said Dave Hong, Senior Managing Director, Private Equity at BCI. “We are excited to partner with BMS management, Eurazeo, and PCP in the next phase of this journey, and to continue creating value for our pension plan and insurance fund clients.”

Jatender Aujla, Managing Partner, PCP, commented: “We are excited to welcome Eurazeo as a long term shareholder in BMS alongside PCP and BCI. BMS is one of the largest investments PCP have made to date and, thanks to Nick Cook and his superb team, it has been a phenomenal investment to date with revenue and EBITDA tripling, resulting in a 3.5x uplift in valuation since our investment in 2019. As a long term investor we remain committed to helping the team continue their ambitious growth strategy.”

BMS were advised by Evercore, BMS Capital Advisory and Macfarlanes LLP.

For further information please contact:

BMS

Haggie Partners

Peter Rigby, Ben Abbotts, Olivia Fatkin-Kane

Tel: + 44 20 7562 4444

bms@haggie.co.uk

BCI

Olga Petrycki

Director, External Stakeholder Engagement

Tel: +1 778-410-7310

media@bci.ca

About BMS Group

BMS Group is a leading independent specialist (re)insurance broker. For 40 years, BMS has provided comprehensive, customised solutions in the fields of wholesale, reinsurance and direct insurance, and capital advisory through our teams of experts. Today, this experience and expertise, served with a spirit of creativity, allows BMS to offer a full range of integrated services. Designing individual, tailored solutions makes BMS the risk and capital management advisor clients want to work with time and again.

For more information about BMS please visit www.bmsgroup.com

About Eurazeo

Eurazeo is a leading global investment company, with a diversified portfolio of €32.4 billion in assets under management, including nearly €23.2 billion from third parties, invested in 530 companies. With its considerable private equity, private debt as well as real estate and infrastructure asset expertise, Eurazeo accompanies companies of all sizes, supporting their development through the commitment of its nearly 400 professionals and by offering deep sector expertise, a gateway to global markets, and a responsible and stable foothold for transformational growth. Its solid institutional and family shareholder base, robust financial structure free of structural debt, and flexible investment horizon enable Eurazeo to support its companies over the long term.

Eurazeo has offices in Paris, New York, London, Frankfurt, Berlin, Milan, Madrid, Luxembourg, Shanghai, Seoul, Singapore and Sao Paulo.

Eurazeo is listed on Euronext Paris.

ISIN: FR0000121121 – Bloomberg: RF FP – Reuters: EURA.PA

About BCI

British Columbia Investment Management Corporation (BCI) is amongst the largest institutional investors in Canada with C$211.1 billion under management, as of March 31, 2022. Based in Victoria, British Columbia, with offices in Vancouver and New York City, BCI is invested in: fixed income and private debt; public and private equity; infrastructure and renewable resources; as well as real estate equity and real estate debt. With our global outlook, we seek investment opportunities that convert savings into productive capital that will meet our clients’ risk and return requirements over time.

BCI’s private equity program actively manages a C$24.8 billion global portfolio of privately held companies and funds with long-term growth potential. Leveraging our sector-focused teams in business services, consumer, financial services, healthcare, industrials, and technology, media and telecommunications, we work with strategic private equity partners to source and manage direct and co-sponsor/co-investment opportunities.

Follow BCI on LinkedIn

About Preservation Capital Partners

Preservation Capital Partners (PCP) is a London based specialist private equity firm focused on investing in high growth financial technology and services business across Europe. PCP was founded in 2017 and manages c.$1Bn of assets under management. PCP also have investments in Optio, Parmenion, Saltus and HBC.

For more information, please visit www.preservationcp.com

Maxar stockholders to receive $53.00 per share in cash, a 129% premium to prior closing price

Maxar to remain U.S.-controlled and operated company following close

Advent brings 35+ year investment track record with significant experience in global security and defense

Transaction will support Maxar to accelerate investment in and development of the Company’s next-generation satellite technologies and data insights for its customers

Westminster, CO and Boston, MA – Maxar Technologies (NYSE:MAXR) (TSX:MAXR) (“Maxar” or the “Company”), provider of comprehensive space solutions and secure, precise, geospatial intelligence, today announced that it has entered into a definitive merger agreement to be acquired by Advent International (“Advent”), one of the largest and most experienced global private equity investors, in an all-cash transaction that values Maxar at an enterprise value of approximately $6.4 billion. Advent is headquartered in the United States and has a demonstrable track record as a responsible owner of defense and security businesses. Following the close of the transaction, Maxar will remain a U.S.-controlled and operated company.

Under the terms of the definitive merger agreement, Advent has agreed to acquire all outstanding shares of Maxar common stock for $53.00 per share in cash. The purchase price represents a premium of approximately 129% over Maxar’s closing stock price of $23.10 on December 15, 2022, the last full trading day prior to this announcement, an approximately 135% premium to the 60-day volume-weighted average price prior to this announcement, and a premium of approximately 34% over Maxar’s 52-week high.

Following the closing of the transaction, Maxar will benefit from the significant resources, operational expertise and capacity for investment provided by Advent. As a private company, Maxar will be able to accelerate investments in next-generation satellite technologies and data insights that are vital to the Company’s government and commercial customers, as well as pursue select, strategic M&A to further enhance the Company’s portfolio of solutions. This includes supporting the successful delivery of the new Legion satellite constellation, accelerating the launch of Legion 7 and 8 satellites and further growing the Earth Intelligence and Space Infrastructure businesses through investments in next-generation capabilities, such as advanced machine learning and 3D mapping. With approximately $28 billion invested across the defense, security and cybersecurity sectors in the last three years, Advent’s portfolio companies have substantial expertise supporting many satellite and defense platforms which serve the U.S. government and its allies as well as companies across the globe.

“This transaction delivers immediate and certain value to our stockholders at a substantial premium,” said General Howell M. Estes, III (USAF Retired), Chair of Maxar’s Board of Directors. “Maxar’s mission has never been more important, and this transaction allows us to maximize value for stockholders while accelerating the Company’s ability to deliver its mission-critical technology and solutions to customers over the near and long term.”

“Today’s announcement is an exceptional outcome for stockholders and is a testament to the hard work and dedication of our team, the value Maxar has created and the reputation we have built in our industry,” said Daniel Jablonsky, President and CEO of Maxar. “Advent has a proven record of strengthening its portfolio companies and a desire to support Maxar in advancing our long-term strategic objectives. As a private company, we will have enhanced flexibility and additional resources to build on Maxar’s strong foundation, further scale operations and capture the significant opportunities in a rapidly expanding market.”

“We have tremendous respect and admiration for Maxar, its industry-leading technology and the vital role it serves in supporting the national security of the United States and its allies around the world,” said David Mussafer, Chairman and Managing Partner of Advent. “We will prioritize Maxar’s commitment as a core provider to the U.S. defense and intelligence communities, and allies, while providing Maxar with the financial and operational support necessary to apply its technology and team members even more fully to the missions and programs of its government and commercial customers.”

“In our view, Maxar is a uniquely positioned and attractive asset in satellite manufacturing and space-based high-resolution imagery, with an incredible workforce and many opportunities ahead,” said Shonnel Malani, Managing Director and global head of Advent’s aerospace and defense team. “We have strong conviction in the growing need for the differentiated solutions Maxar provides, and our goal is to invest in expanding Maxar’s satellite constellation as well as supporting Maxar’s team to push the boundaries of innovation, ensuring mission success for its customers.”

Transaction Details

Under the terms of the agreement, which has been unanimously approved by Maxar’s Board of Directors, Maxar stockholders will receive $53.00 in cash for each share of common stock they own.

Advent has arranged committed debt and equity financing commitments for the purpose of financing the transaction, providing a high level of closing certainty. Funds advised by Advent have committed an aggregate equity contribution of $3.1 billion and British Columbia Investment Management Corporation (“BCI”) is providing a minority equity investment through a committed aggregate equity contribution equal to $1.0 billion, both on the terms and subject to the conditions set forth in the signed equity commitment letters.

The agreement includes a 60-day “go-shop” period expiring at 11:59 pm EST on February 14, 2023. During this period, the Maxar Board of Directors and its advisors will actively initiate, solicit and consider alternative acquisition proposals from third parties. The Maxar Board will have the right to terminate the merger agreement to enter into a superior proposal subject to the terms and conditions of the merger agreement. There can be no assurance that this “go-shop” will result in a superior proposal, and Maxar does not intend to disclose developments with respect to the solicitation process unless and until it determines such disclosure is appropriate or otherwise required. The Company, Advent and BCI will contemporaneously pursue regulatory reviews and approvals required to conclude the transaction.

The transaction is expected to close mid-2023, subject to customary closing conditions, including approval by Maxar stockholders and receipt of regulatory approvals. The transaction is not subject to any conditionality related to the launch, deployment or performance of Maxar’s WorldView Legion satellite program. Upon completion of the transaction, Maxar’s common stock will no longer be publicly listed. It is expected that Maxar will continue to operate under the same brand and maintain its current headquarters in Westminster, Colorado.

The foregoing description of the merger agreement and the transactions contemplated thereby is subject to, and is qualified in its entirety by reference to, the full terms of the merger agreement, which Maxar will be filing on Form 8-K.

Advisors

J.P. Morgan Securities LLC is serving as financial advisor to Maxar and Wachtell, Lipton, Rosen & Katz is serving as lead counsel to Maxar. Milbank LLP is serving as Maxar’s legal advisor with respect to certain space industry and regulatory matters.

Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC are serving as financial advisors to Advent and Weil, Gotshal & Manges LLP is serving as lead counsel to Advent. Covington & Burling LLP is serving as Advent’s legal advisor with respect to certain regulatory matters.

Skadden, Arps, Slate, Meagher & Flom LLP is serving as lead counsel to BCI. Freshfields Bruckhaus Deringer LLP is serving as BCI’s legal advisor with respect to certain regulatory matters.

About Maxar

Maxar Technologies (NYSE:MAXR) (TSX:MAXR) is a provider of comprehensive space solutions and secure, precise, geospatial intelligence. We deliver disruptive value to government and commercial customers to help them monitor, understand and navigate our changing planet; deliver global broadband communications; and explore and advance the use of space. Our unique approach combines decades of deep mission understanding and a proven commercial and defense foundation to deploy solutions and deliver insights with unrivaled speed, scale and cost effectiveness. Maxar’s 4,400 team members in over 20 global locations are inspired to harness the potential of space to help our customers create a better world. For more information, visit www.maxar.com.

About Advent International

Founded in 1984 and based in Boston, MA, Advent International is one of the largest and most experienced global private equity investors. The firm has invested in over 400 private equity investments across 41 countries, and as of September 30, 2022, had $89 billion in assets under management. With 15 offices in 12 countries, Advent has established a globally integrated team of over 285 private equity investment professionals across North America, Europe, Latin America and Asia. The firm focuses on investments in five core sectors, including business and financial services; health care; industrial; retail, consumer and leisure; and technology. This includes investments in defense, security and cybersecurity as well as critical national infrastructure.

For over 35 years, Advent has been dedicated to international investing and remains committed to partnering with management teams to deliver sustained revenue and earnings growth for its portfolio companies.

For more information, visit

Website: www.adventinternational.com

LinkedIn: www.linkedin.com/company/advent-international

About BCI

British Columbia Investment Management Corporation (BCI) is amongst the largest institutional investors in Canada with C$211.1 billion under management, as of March 31, 2022. Based in Victoria, British Columbia, with offices in New York City and Vancouver, BCI is invested in: fixed income and private debt; public and private equity; infrastructure and renewable resources; as well as real estate equity and real estate debt. With our global outlook, we seek investment opportunities that convert savings into productive capital that will meet our clients’ risk and return requirements over time.

BCI’s private equity program actively manages a C$24.8 billion global portfolio of privately-held companies and funds with the potential for long-term growth and value creation. Leveraging our sector-focused teams in business services, consumer, financial services, healthcare, industrials, and technology, media and telecommunications, we work with strategic private equity partners to source and manage direct and co-sponsor/co-investment opportunities.

For more information, please visit bci.ca.

LinkedIn: https://www.linkedin.com/company/british-columbia-investment-management-corporation-bci

Additional Information About the Merger and Where to Find It

This communication relates to the proposed transaction involving Maxar. In connection with the proposed transaction, Maxar will file relevant materials with the U.S. Securities and Exchange Commission (the “SEC”), including Maxar’s proxy statement on Schedule 14A (the “Proxy Statement”). This communication is not a substitute for the Proxy Statement or any other document that Maxar may file with the SEC or send to its shareholders in connection with the proposed transaction. BEFORE MAKING ANY VOTING DECISION, SHAREHOLDERS OF MAXAR ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC, INCLUDING THE PROXY STATEMENT, WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain the documents (when available) free of charge at the SEC’s website, www.sec.gov, or by visiting Maxar’s investor relations website, https://investor.maxar.com/overview/default.aspx.

Participants in the Solicitation

Maxar and its directors and executive officers may be deemed to be participants in the solicitation of proxies from the holders of Maxar’s common stock in respect of the proposed transaction. Information about the directors and executive officers of Maxar and their ownership of Maxar’s common stock is set forth in the definitive proxy statement for Maxar’s 2022 Annual Meeting of Stockholders, which was filed with the SEC on March 31, 2022, or its Annual Report on Form 10-K for the year ended December 31, 2021, and in other documents filed by Maxar with the SEC. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the Proxy Statement and other relevant materials to be filed with the SEC in respect of the proposed transaction when they become available. Free copies of the Proxy Statement and such other materials may be obtained as described in the preceding paragraph.

Forward-Looking Statements

This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Statements concerning general economic conditions, our financial condition, including our anticipated revenues, earnings, cash flows or other aspects of our operations or operating results, and our expectations or beliefs concerning future events; and any statements using words such as “believe,” “expect,” “anticipate,” “plan,” “intend,” “foresee,” “should,” “would,” “could,” “may,” “estimate,” “outlook” or similar expressions, including the negative thereof, are forward-looking statements that involve certain factors, risks and uncertainties that could cause Maxar’s actual results to differ materially from those anticipated.  Such factors, risks and uncertainties include:  (1) the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement between the parties to the proposed transaction; (2) the failure to obtain approval of the proposed transaction from Maxar’s stockholders; (3) the failure to obtain certain required regulatory approvals or the failure to satisfy any of the other closing conditions to the completion of the proposed transaction within the expected timeframes or at all; (4) risks related to disruption of management’s attention from Maxar’s ongoing business operations due to the proposed transaction; (5) the effect of the announcement of the proposed transaction on the ability of Maxar to retain and hire key personnel and maintain relationships with its customers, suppliers and others with whom it does business, or on its operating results and business generally; (6) the ability of Maxar to meet expectations regarding the timing and completion of the transaction; (7) the impacts resulting from the conflict in Ukraine or related geopolitical tensions; (8) the impacts of the global COVID-19 pandemic or any other pandemics, epidemics or infectious disease outbreaks; (9) Maxar’s ability to generate a sustainable order rate for the satellite and space manufacturing operations and develop new technologies to meet the needs of its customers or potential new customers; (10) the impacts of any changes to the policies, priorities, regulations, mandates and funding levels of governmental entities; (11) the impacts if Maxar’s programs fail to meet contractual requirements or its products contain defects or fail to operate in the expected manner; (12) any significant disruption in or unauthorized access to Maxar’s computer systems or those of third parties that it utilizes in its operations, including those relating to cybersecurity or arising from cyber-attacks, and security threats could result in a loss or degradation of service, unauthorized disclosure of data, or theft or tampering of intellectual property; (13) satellites are subject to construction and launch delays, launch failures, damage or destruction during launch; (14) if Maxar satellites fail to operate as intended; (15) the impacts of any loss of, or damage to, a satellite and any failure to obtain data or alternate sources of data for Maxar’s products; (16) any interruption or failure of Maxar’s infrastructure or national infrastructure; (17) Maxar’s business with various governmental entities is concentrated in a small number of primary contracts; (18) Maxar operates in highly competitive industries and in various jurisdictions across the world; (19) uncertain global macro-economic and political conditions; (20) Maxar is a party to legal proceedings, investigations and other claims or disputes, which are costly to defend and, if determined adversely to it, could require it to pay fines or damages, undertake remedial measures or prevent it from taking certain actions; (21) Maxar’s ability to attract, train and retain employees; (22) any disruptions in U.S. government operations and funding; (23) any changes in U.S. government policy regarding use of commercial data or space infrastructure providers, or material delay or cancellation of certain U.S. government programs; (24) Maxar’s business involves significant risks and uncertainties that may not be covered by insurance; (25) Maxar often relies on a single vendor or a limited number of vendors to provide certain key products or services; (26) any disruptions in the supply of key raw materials or components and any difficulties in the supplier qualification process, as well as any increases in prices of raw materials; (27) any changes in Maxar’s accounting estimates and assumptions; (28) Maxar may be required to recognize impairment charges; (29) Maxar’s business is capital intensive, and it may not be able to raise adequate capital to finance its business strategies, including funding future satellites, or to refinance or renew its debt financing arrangements, or it may be able to do so only on terms that significantly restrict its ability to operate its business; (30) Maxar’s ability to obtain additional debt or equity financing or government grants to finance operating working capital requirements and growth initiatives may be limited or difficult to obtain; (31) Maxar’s indebtedness and other contractual obligations; (32) Maxar’s current financing arrangements contain certain restrictive covenants that impact its future operating and financial flexibility; (33) Maxar’s actual operating results may differ significantly from its guidance; (34) Maxar could be adversely impacted by actions of activist stockholders; (35) the price of Maxar’s common stock has been volatile and may fluctuate substantially; (36) Maxar’s operations in the U.S. government market are subject to significant regulatory risk; (37) failure to comply with the requirements of the National Industrial Security Program Operating Manual could result in interruption, delay or suspension of Maxar’s ability to provide its products and services, and could result in loss of current and future business with the U.S. government; (38) Maxar’s business is subject to various regulatory risks; (39) any changes in tax law, in Maxar’s tax rates or in exposure to additional income tax liabilities or assessments; (40) Maxar’s ability to use its U.S. federal and state net operating loss carryforwards and certain other tax attributes may be limited; (41) Maxar’s operations are subject to governmental law and regulations relating to environmental matters, which may expose it to significant costs and liabilities; and (42) the other risks listed from time to time in Maxar’s filings with the SEC.

For additional information concerning factors that could cause actual results and events to differ materially from those projected herein, please refer to Maxar’s Annual Report on Form 10-K for the year ended December 31, 2021 and to other documents filed by Maxar with the SEC, including subsequent Current Reports on Form 8-K and Quarterly Reports on Form 10-Q. Maxar is providing the information in this communication as of this date and assumes no obligation to update or revise the forward-looking statements in this communication because of new information, future events, or otherwise.

Contacts

For Maxar:

Investor Relations

Jonny Bell

(303) 684-5543

jonny.bell@maxar.com

Media Relations

Fernando Vivanco

(720) 877-5220

fernando.vivanco@maxar.com

OR

Scott Bisang / Eric Brielmann / Jack Kelleher

Joele Frank, Wilkinson Brimmer Katcher

(212) 355-4449

dgi-jf@joelefrank.com

For Advent:

Bryan Locke / Jeremy Pelofsky

FGS Global

(212) 687-8080

adventinternational-us@fgsglobal.com

BCI is pleased to announce the appointment of Jennifer Hartfield as senior vice president, corporate data & operations. As head of the newly formed corporate data & operations department, Jennifer is responsible for delivering centralized corporate-wide business services including, corporate business planning, advanced analytics and data science, data governance, and global facilities management.

“Establishing the corporate data & operations department enables this team to operate at the intersection of business, technology, and corporate services and ultimately drive us towards our long-term vision,” says Shauna Lukaitis, chief operating officer. “Jennifer’s extensive background in data and technology, deep insights into our business, and proven leadership skills during her last six years at BCI puts her in a unique position to lead this department.”

“I am excited for the opportunity to lead this new department,” says Jennifer Hartfield, senior vice president, corporate data & operations. “Aligning business planning, data and analytics, and global operations will help us make critical and effective operational business decisions.”

Jennifer holds a bachelor of science from the University of British Columbia, a certificate in project leadership from Cornell University, a project management professional (PMP) designation, and a CFA Institute Investment Foundations® certificate. She has also completed the general management program at Harvard Business School.

BCI welcomes Jennifer to the senior leadership team. More information about BCI’s senior vice presidents can be found here.

CONTACT

Olga Petrycki, Director, External Stakeholder Engagement
778-410-7310 | media@bci.ca

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Victoria, British Columbia – Today, British Columbia Investment Management Corporation (BCI) released our 2022 Climate Action Plan, a continuation of our strategy that builds upon more than 20 years of climate action and affirms our commitment to supporting the global goal of achieving net-zero emissions by 2050. We continue to focus on capturing opportunities arising from the transition to a low carbon economy, while also protecting our clients’ portfolios from undue physical and transition risks.

“As one of Canada’s largest investment managers, we have the opportunity to advance the global goal of net-zero through our influence across the portfolio,” said Gordon J. Fyfe, BCI’s chief executive officer and chief investment officer. “Our 2022 Climate Action Plan builds on two decades of climate strategy and reinforces our commitment to being a part of the transition to a low-carbon economy.”

As a long-term investor focused on the best financial outcomes for our clients, BCI’s approach positions us to support the global path of net zero while maximizing the likelihood of achieving client objectives in all future climate scenarios. Our approach is informed by current climate science, climate risk methodologies, and industry best practices on climate disclosure and reporting.

“Climate change poses a systemic risk to the value of our clients’ portfolios and to the global economy. BCI manages this risk by integrating climate considerations into our investment decisions,” said Ramy Rayes, executive vice president, investment strategy & risk. “To advance our clients’ best financial interests, we will continue to adapt our climate action plan and inform our investment strategies with the latest climate science and changing market dynamics.”

Building on our first Climate Action Plan, which laid the groundwork to consider climate change impacts across our portfolios, BCI’s 2022 Climate Action Plan updates our strategies to reduce systemic climate risks in our portfolio and the broader market by using our influence. Our plan continues to be guided by four focus areas – engage & advocate, integrate, seek opportunities, and manage risk. We have strengthened our ambitions under each area and introduced supporting actions and metrics.

• Engage & Advocate: As an active investor managing capital on behalf of our clients, we take our ownership rights and responsibilities seriously. We have a well-developed shareholder engagement program that enables us to actively engage with portfolio companies, advocate for policy change, and participate in global initiatives on climate action reporting and transparency.

  Our Focus: By 2030, ensure at least 80 per cent of BCI’s carbon-intensive investments have set mature net-zero aligned commitments, or are the subject of direct or collaborative climate engagement by BCI.
• Integrate: We believe the most effective way to manage the risk of climate change is to integrate climate considerations into every investment decision at the asset, pool, and total client portfolio levels.

  Our Focus: Further integrate climate stress testing into investment decisions and monitor the total portfolio’s climate change stress test outcomes.
• Seek Opportunities: The transition to a low carbon economy offers a variety of new investment opportunities. BCI actively invests in key areas we believe will benefit from the energy transition, with the goal of supporting long-term investment outcomes for our clients.

  Our Focus: Pursue meaningful investments in climate solutions through specific actions in all asset classes.
• Manage Risks: We consider physical and transition climate change risks across asset classes and align with best practices to understand, quantify, and report on these risks.

  Our Focus: Continue to track and report the total portfolio carbon footprint with the expectation that it will decrease over time.

Our Climate Action Plan will continue to evolve and adapt to changes in the market, and we are continually working on innovative solutions to ensure climate science informs our investment decisions.

Read BCI’s 2022 Climate Action Plan

ABOUT BCI
British Columbia Investment Management Corporation (BCI) is amongst the largest institutional investors in Canada with $211.1 billion under management, as of March 31, 2022. Based in Victoria, British Columbia, with offices in Vancouver and New York City, BCI is invested in: fixed income and private debt; public and private equity; infrastructure and renewable resources; as well as real estate equity and real estate debt through our independently operated platform company QuadReal Property Group. With our global outlook, we seek investment opportunities that convert savings into productive capital that will meet our clients’ risk and return requirements over time. This compels us to integrate long-term ESG matters into all investment decisions and activities. BCI’s clients include pension plans representing over 715,000 plan members, insurance funds providing more than three million Autoplan insurance policies annually, benefits coverage to more than two million workers and 225,000 companies, and special purpose funds within British Columbia’s public sector. Founded in 1999, BCI is a statutory corporation created by the Public Sector Pension Plans Act.

CONTACT
Olga Petrycki, Director, External Stakeholder Engagement
778-410-7310 | media@bci.ca

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