Tornado Infrastructure Equipment Announces Completion of Plan of Arrangement with the Toro Company
Tornado Infrastructure Equipment (TSX-V:TGH, OTCQX:TGHLF) announced completion of a plan of arrangement under which an affiliate of The Toro Company acquired all issued Class A common shares for $1.92 per share.
Sentiment and the balance of points
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Rhea-AI Summary
Tornado Infrastructure Equipment (TSX-V:TGH, OTCQX:TGHLF) announced completion of a plan of arrangement under which an affiliate of The Toro Company acquired all issued Class A common shares for $1.92 per share.
The company expects its TSX Venture Exchange listing to be delisted at the close of business on December 10, 2025 and has applied to cease to be a reporting issuer in Alberta, Ontario and British Columbia. Shareholders with questions should contact TSX Trust Company or view detailed voting results on SEDAR+.
Positive
- Transaction closed; shareholders receive $1.92 per share
- Acquirer is an affiliate of The Toro Company
- Detailed meeting voting results available on SEDAR+
Negative
- Shares expected to be delisted from TSX Venture Exchange on Dec 10, 2025
- Company applied to cease reporting in Alberta, Ontario, British Columbia reducing public disclosure
- Potential loss of TSX-V market liquidity for remaining holders
Key Figures
- Cash consideration
- $1.92 per share
- Cash paid for each Class A common share in the Arrangement
- Delisting date
- December 10, 2025
- Expected delisting of Tornado shares from TSX Venture Exchange
Historical Context
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Securityholders approved Toro’s cash acquisition at $1.92 per share.
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Q3 growth and reminder of agreed Toro acquisition at $1.92 per share.
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Circular filed and interim court order for proposed $1.92 per share arrangement.
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Toro agreed to acquire Tornado for $1.92 per share in cash.
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Strong Q2 revenue and net income growth plus CustomVac acquisition.
24h Move is the share-price change in the day after each event; other market factors may also have contributed.
Key Terms
plan of arrangement regulatory
tsx venture exchange regulatory
reporting issuer regulatory
depositary financial
AI-generated analysis. How Rhea-AI works. Not financial advice.
CALGARY, AB / ACCESS Newswire / December 8, 2025 / Tornado Infrastructure Equipment Ltd. ("Tornado" or the "Company") (TSX-V:TGH)(OTCQX:TGHLF) is pleased to announce the completion of the previously announced plan of arrangement (the "Arrangement") involving the Company, The Toro Company ("Toro") and Tornado Acquisition Company ULC (the "Purchaser"), an affiliate of Toro, pursuant to which the Purchaser acquired all of the issued and outstanding Class "A" common shares (the "Shares") of the Company for cash consideration of
Delisting of Tornado Shares
The Shares are expected to be delisted from the TSX Venture Exchange (the "TSX-V") at the close of business on December 10, 2025. Tornado is a reporting issuer in each of the Provinces of Alberta, Ontario and British Columbia (the "Jurisdictions") and has applied to cease to be a reporting issuer in each Jurisdiction.
Questions for Depositary
Shareholders who have questions or require assistance submitting their Securities in connection with the Arrangement may direct their questions to TSX Trust Company, which is acting as depositary in connection with the Arrangement, at 1-800-387-0825 (toll-free within North America) or at 1-416-682-3860 (outside of North America) or by email at shareholderinquiries@tmx.com. Detailed voting results for the Meeting are available under Tornado's profile on SEDAR+ at www.sedarplus.ca.
About Tornado Infrastructure Equipment Ltd.
Tornado is a pioneer and leader in the vacuum truck industry and has been the choice of utility and oilfield professionals with over 1,900 hydrovacs sold since 2008. The Company designs and manufactures hydrovac trucks and, through its subsidiary CustomVac, based in Nisku, Alberta, produces complementary vacuum and industrial equipment solutions, including units designed for the transportation of dangerous goods, and provides maintenance and field services to its customers. In addition, Tornado operates a heavy-duty truck maintenance facility in central Alberta. The Company sells its products to excavation service providers in the infrastructure, environmental, industrial construction, and oil and gas markets. Hydrovac trucks use high-pressure water and vacuum to safely penetrate and cut soil to expose critical infrastructure for repair and installation without damage. Hydrovac excavation methods are quickly becoming a standard in North America to safely excavate in urban areas and around critical infrastructure, significantly reducing infrastructure damage and related fatalities.
For more information about Tornado Infrastructure Equipment Ltd., visit www.tornadotrucks.com or contact:
Brett Newton
President and Chief Executive Officer
Phone: (587) 802-5070
Email: bnewton@tghl.ca
Forward-Looking Information
This press release contains "forward-looking information" and "forward-looking statements" (collectively, "Forward-looking information") within the meaning of applicable securities laws. This forward-looking information is identified by the use of terms and phrases such as "may", "would", "should", "could", "expect", "intend", "estimate", "anticipate", "plan", "foresee", "believe", or "continue", the negative of these terms and similar terminology, including references to assumptions, although not all forward-looking information contains these terms and phrases. These statements include, without limitation, statements regarding the delisting of the Shares and the application to cease to be a reporting issuer.
In addition, any statements that refer to expectations, intentions, projections or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts but instead represent management's expectations, estimates and projections regarding future events or circumstances.
Forward-looking information is based on management's beliefs and assumptions and on information currently available to management, and although the forward-looking information contained herein is based upon what we believe are reasonable assumptions, investors are cautioned against placing undue reliance on this information since actual results may vary from the forward-looking information.
Forward-looking information involves known and unknown risks and uncertainties, many of which are beyond our control, that could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking information. These risks and uncertainties include, but are not limited to, the risk factors described in greater detail under "Risk Factors" of the Company's management information circular relating to the meeting filed on SEDAR+. These risks and uncertainties further include (but are not limited to) as concerns the Arrangement, significant Arrangement costs or unknown liabilities, failure to realize the expected benefits of the Arrangement, and general economic conditions.
Consequently, all of the forward-looking information contained herein is qualified by the foregoing cautionary statements, and there can be no guarantee that the results or developments that we anticipate will be realized or, even if substantially realized, that they will have the expected consequences or effects on our business, financial condition or results of operation. Unless otherwise noted or the context otherwise indicates, the forward-looking information contained herein represents our expectations as of the date hereof or as of the date it is otherwise stated to be made, as applicable, and is subject to change after such date. However, we disclaim any intention or obligation or undertaking to update or amend such forward-looking information whether as a result of new information, future events or otherwise, except as may be required by applicable law.
Neither the TSX-V nor its Regulation Service Provider (as that term is defined in policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this news release.
SOURCE: Tornado Infrastructure Equipment Ltd.
View the original press release on ACCESS Newswire
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