Mr. Ian Edwards reports

ATKINSREALIS TO ACQUIRE MAJORITY STAKE IN DAVID EVANS ENTERPRISES, INC., FORMING A LEADING GROWTH PLATFORM FOR THE WESTERN US

Atkinsrealis Group Inc. has entered into a definitive agreement to acquire a majority stake in David Evans Enterprises Inc., the parent company of David Evans and Associates Inc., a leading employee-owned engineering and staff augmentation services firm headquartered in Portland, Ore. With 34 offices in 10 states and approximately 1,250 employees, David Evans serves the transportation, power, water and environment, surveying and geomatics, and land development markets, as well as staffing services.

Under the terms of the transaction, Atkinsrealis will acquire a 70-per-cent stake in David Evans for approximately $300-million (U.S.) in cash, payable at closing, with a clear path to entire ownership within a defined agreed time period. David Evans will continue as a legal entity until then, and its leadership team will remain in place and employee shareholders will remain minority shareholders in David Evans. The transaction is subject to customary closing conditions and David Evans' shareholders' approvals, and is expected to close in the first half of 2025.

"We are delighted to partner with the David Evans Enterprises Inc. team. Together, our two firms significantly enhance our geographic footprint and capabilities in a core growth market, aligning with our U.S. land and expand strategy. By leveraging our combined strengths in the U.S., we are poised to drive innovation and deliver long-term value," said Ian Edwards, president and chief executive officer of Atkinsrealis. "For our strategy, this creates a Western U.S. platform on which to grow both companies, capable of delivering comprehensive solutions to address our combined clients' most critical challenges."

Founded in 1976 and employee owned, David Evans is a nationally recognized services firm known for its world-class culture, technical excellence, innovative and sustainable design, and management and staffing solutions. The transaction will give both businesses immediate access and a leading position in the Western U.S. and complements a growing national presence. The future combination will further strengthen Atkinsrealis's U.S. business by increasing its total U.S. work force by approximately 25 per cent.

David Evans generates approximately $275-million (U.S.) in annual revenue, with over 50 per cent of this revenue coming from the transportation sector. David Evans also consistently ranks among Engineering News Record's Top 100 Pure Design firms in the United States and is ranked in the Top 5 in the Northwest Top Design Firms.

In addition to the complementary geographic footprint in the United States, the investment in David Evans further strengthens Atkinsrealis's technical capabilities in full-scale transportation and infrastructure design. By leveraging its combined strengths in design and project management, the company further increases its ability to deliver large-scale complex projects, thus generating sustained long-term value for its clients and the communities it serves.

David Evans is a regional leader in transportation design and, together with Atkinsrealis's deep U.S. and global expertise, and capabilities in transportation surface design, will allow both firms to support the historical expansion of large-scale infrastructure needs within the state departments of transportation in the Pacific Northwest, California and the Mountain West region. Atkinsrealis's industry-leading rail and transit, signals, and systems design capabilities will augment David Evans's regional experience and expertise in delivering mass transit projects to address network expansion in the Pacific Northwest and California.

David Evans's capabilities in water and environmental, land development, marine, survey and geomatics, and staffing services also allows Atkinsrealis's to further bolster its offerings across the whole of the U.S. with local, state and federal governments, and private clients. Addressing the rapidly expanding power and renewables market, David Evans's emerging capabilities will leverage Atkinsrealis's more than 100 years of experience in the power sector to address the clients' needs driven by the energy transition.

This investment brings together two uniquely positioned and experienced companies in emergency response, staff augmentation and management at the forefront of assisting communities coast-to-coast in responding and helping to recover when natural disasters strike. The firms share a deep understanding of clients' needs and will immediately collaborate on projects together.

"The groundbreaking partnership between David Evans Enterprises Inc. and Atkinsrealis is aligned with our strategic vision and leverages our exceptional professional services in the Western United States and beyond," said Al Barkouli, chairman and chief executive officer of David Evans Enterprises. "With highly complementary geographical footprints and technical expertise, this positions us as a leader with comprehensive project execution capabilities."

"David Evans and Atkinsrealis thrive by prioritizing our people and leveraging world-class talent. By promoting professional development, enhancing skills and engaging our team, we create a supportive environment where excellence is a core value, opening up more opportunities for both current and future employees," stated Steve Morriss, president, U.S., Latin America, and minerals and metals, of Atkinsrealis. "This commitment to our people ensures we deliver exceptional results for our clients and communities."

TD Securities is acting as exclusive financial adviser to Atkinsrealis on the transaction, with legal advice being provided by Hogan Lovells. AEC Advisors, through its registered broker-dealer affiliate, AEC Transaction Services LLC, is acting as the exclusive financial adviser to David Evans Enterprises on the transaction, with legal advice being provided by Tonkon Torp LLP.

About Atkinsrealis Group Inc.

Created by the integration of long-standing organizations dating back to 1911, Atkinsrealis is a world-leading engineering services and nuclear company dedicated to engineering a better future for the planet and its people. The company creates sustainable solutions that connect people, data and technology to transform the world's infrastructure and energy systems. It deploys global capabilities locally to its clients and delivers unique end-to-end services across the whole life cycle of an asset, including consulting, advisory and environmental services, intelligent networks and cybersecurity, design and engineering, procurement, project and construction management, operations and maintenance, decommissioning, and capital. The breadth and depth of the company's capabilities are delivered to clients in strategic sectors, such as engineering services, nuclear and capital.

About David Evans and Associates Inc.

David Evans is a professional services consulting firm with offices in the Western United States, Mississippi, New York and Texas. David Evans specializes in design for transportation, land development, energy, and water and environmental infrastructure projects across the nation. The firm's staff includes engineers, surveyors, hydrographers, planners, landscape architects and natural resources scientists. David Evans is consistently ranked among ENR's Top 100 Pure Design Firms in the U.S. In addition, David Evans's staffing subsidiaries focus on staff augmentation, contract-to-hire and direct placement services.

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