ARE Aecon Group Inc

Aecon Group Inc. (TSX: ARE) (“Aecon”) announced today receipt of regulatory approval from the Toronto Stock Exchange (the “TSX”) of its notice of intention to make a normal course issuer bid (the “NCIB”).

Under the NCIB, Aecon may purchase for cancellation, during the period commencing on August 19, 2024 and ending on the earlier of August 18, 2025 and the date on which Aecon reaches the maximum purchases permitted under the NCIB, up to 3,126,306 common shares of Aecon (“Common Shares”), representing 5% of the issued and outstanding Common Shares. Aecon had a total of 62,526,130 issued and outstanding Common Shares as of August 7, 2024.

Purchases of Common Shares under the NCIB will be made in accordance with TSX rules through the facilities of the TSX and/or through alternative Canadian trading systems. The price paid for any repurchased Common Shares will be the market price of such Common Shares at the time of acquisition. Daily purchases on the TSX under the NCIB will be limited to a maximum of 75,578 Common Shares, representing 25% of the average daily trading volume of the Common Shares on the TSX for six months ending July 31, 2024, subject to any purchases made pursuant to the block purchase exception.

Aecon believes that the repurchase of Common Shares at certain market prices is an appropriate and desirable use of Aecon’s funds that is in the best interests of Aecon and beneficial to its shareholders. Aecon intends to make any purchases on an opportunistic basis, taking share price and other considerations into account. The NCIB will be funded using Aecon’s existing cash resources or its senior credit facility.

The actual number of Common Shares which may be purchased under the NCIB and the timing of any such purchases will be determined by the management of Aecon, subject to applicable securities laws and TSX rules. Aecon may elect to suspend or discontinue repurchases of Common Shares at any time, in accordance with applicable laws. There can be no assurances that any such purchases of Common Shares under the NCIB will be completed.

Aecon also announced that it has entered into an automatic securities purchase plan (the “Plan”) in respect of the NCIB with a designated broker (the “Broker”). The Broker will be responsible for making purchases of Common Shares pursuant to the Plan to facilitate the purchase of Common Shares during times when Aecon would ordinarily not be permitted to purchase Common Shares due to regulatory restrictions or trading black-out periods established under Aecon’s Insider Trading Policy. Under the Plan, Aecon may, but is not required to, instruct the Broker to make purchases under the NCIB based on parameters set by Aecon in accordance with the Plan, TSX rules and applicable securities laws. The Plan has been pre-cleared by the TSX and will be implemented effective August 19, 2024.

About Aecon

Aecon Group Inc. (TSX: ARE) is a North American construction and infrastructure development company with global experience. Aecon delivers integrated solutions to private and public-sector clients through its Construction segment in the Civil, Urban Transportation, Nuclear, Utility and Industrial sectors, and provides project development, financing, investment, management, and operations and maintenance services through its Concessions segment. Join our online community on X, LinkedIn, Facebook, and Instagram @AeconGroupInc.

Statement on Forward-Looking Information

The information in this press release includes certain forward-looking statements which may constitute forward-looking information under applicable securities laws. These forward-looking statements are based on currently available competitive, financial and economic data and operating plans but are subject to risks and uncertainties. Forward-looking statements may include, without limitation, statements regarding the operations, business, financial condition, expected financial results, performance, prospects, ongoing objectives, strategies and outlook for Aecon, including statements regarding: Aecon’s intention to commence the NCIB, the timing, methods and quantity of any purchases under the NCIB, the availability of cash for repurchases of Common Shares under the NCIB, and compliance with applicable laws and regulations pertaining to the NCIB. Forward-looking statements may in some cases be identified by words such as “may,” “will,” “expects,” “target,” “future,” “plans,” “believes,” “anticipates,” “estimates,” “projects,” “intends,” “should” or the negative of these terms, or similar expressions.

In addition to events beyond Aecon’s control, there are factors which could cause actual or future results, performance or achievements to differ materially from those expressed or inferred herein including, but not limited to: the risk of not being able to meet contractual schedules and other performance requirements, the risk of not being able to meet its labour needs and the application of critical accounting estimates in respect of the remaining three fixed price legacy projects being performed by joint ventures in which Aecon is a participant, and the information in respect of such joint ventures under review and assessment in respect of the application of such critical accounting estimates. These forward-looking statements are based on a variety of factors and assumptions including, but not limited to that: none of the risks identified above materialize, there are no unforeseen changes to economic and market conditions, no significant events occur outside the ordinary course of business and assumptions regarding the outcome of the outstanding claims in respect of the remaining three fixed price legacy projects being performed by joint ventures in which Aecon is a participant. These assumptions are based on information currently available to Aecon, including information obtained from third-party sources. While Aecon believes that such third-party sources are reliable sources of information, Aecon has not independently verified the information. Aecon has not ascertained the validity or accuracy of the underlying economic assumptions contained in such information from third-party sources and hereby disclaims any responsibility or liability whatsoever in respect of any information obtained from third-party sources.

Risk factors are discussed in greater detail in Section 13 - “Risk Factors” in Aecon’s 2023 Management’s Discussion and Analysis for the fiscal year ended December 31, 2023 and Aecon’s Management’s Discussion and Analysis for the fiscal quarter ended June 30, 2024, each filed on SEDAR+ (www.sedarplus.ca). Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Aecon undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

For further information:

Adam BorgattiSVP, Corporate Development and Investor Relations416-297-2600ir@aecon.com

Nicole CourtVice President, Corporate Affairs416-297-2600corpaffairs@aecon.com