Stonepeak to Acquire Majority Controlling Interest in Castrol from bp

Stonepeak

$10.1 billion transaction to support Castrol’s next phase of growth

LONDON & NEW YORK – December 24, 2025  Stonepeak, a leading alternative investment firm specializing in infrastructure and real assets, today announced an agreement to acquire a majority controlling interest in Castrol (or “the Company”), a global leader in lubricants, from BP p.l.c. (“bp”) (NYSE: BP) (LON: BP), in a transaction valuing the business at an enterprise value of approximately $10.1 billion. bp will retain a 35% minority interest in Castrol as part of the transaction. In connection with the transaction, Canada Pension Plan Investment Board (“CPP Investments”) will invest up to USD$1.05 billion in support of the transaction, resulting in an indirect stake in Castrol.

Castrol is one of the largest lubricants providers globally and serves consumer automotive customers, as well as commercial and industrial end markets. As an embedded part of the large and diversified global finished lubricants market, Castrol works closely with its customers and consumers to develop and supply highly engineered lubricants for specific applications. The Company manufactures and markets engine oils, industrial fluids, and greases through approximately 20 blending plants and more than 100 third-party facilities and warehouses worldwide across 150 countries. Applications have included servicing the first jet airline, the Concorde, space missions for over 60 years, and many professional auto and bike racing teams, establishing Castrol’s historic and trusted brand identity. The Company’s products are recognized globally for their high performance, premium quality, and use of cutting-edge technology, and are supported by a global workforce of thousands of skilled professionals.

“Lubricants are a mission-critical product, which are essential to the safe and efficient functioning of virtually every vehicle, machine, and industrial process in the world,” said Anthony Borreca, Senior Managing Director and Co-Head of Energy at Stonepeak. “Castrol’s 126-year heritage has created a leading market position, an iconic brand, and a portfolio of differentiated products that deliver meaningful value to its customers. We are excited to work alongside Castrol’s talented employees, coupled with bp’s continued guidance as a minority interest holder, as we support the business’s continued growth.”

“We are thrilled to have Stonepeak join us as a partner in Castrol. Stonepeak’s capital support, energy sector expertise, and experience working with similar companies that provide essential services will be immensely additive in helping the business to innovate and grow,” said Michelle Jou, Global CEO of Castrol. “This transaction reflects our commitment to investing in the future and creating new opportunities for growth and success at Castrol, and we are proud that Stonepeak shares in our vision for the business as we take the next step in our journey.”

Commenting on the investment, Bill Rogers, Managing Director, Head of Sustainable Energies at CPP Investments said, “Castrol is a high‑quality, global business at the heart of the energy and industrial economy. Its cutting-edge innovations and premium brand position it well for a growing role in emerging applications, from electric vehicles to data centres. Our investment alongside Stonepeak aligns with our strategy of backing businesses that are essential to the energy system. We believe Castrol’s strong market position and diversified growth opportunities will deliver attractive risk‑adjusted returns for the CPP Fund.”

The transaction is expected to close by end of 2026, subject to customary regulatory approvals. Simpson Thacher & Bartlett LLP and DLA Piper served as legal counsel, Paul, Weiss, Rifkind, Wharton & Garrison LLP served as financing counsel, and UBS served as financial advisor to Stonepeak.

In addition to the announcement today, an announcement in respect of a mandatory tender offer (“MTO”) to the public shareholders of Castrol India Limited, in accordance with the Indian takeover code was published by UBS Securities India Private Limited as manager in respect of the MTO. The MTO will be proceeded with only upon completion of the Castrol transaction. The relevant details have been included in the Public Announcement on the Securities and Exchange Board of India website. Khaitan & Co served as legal counsel from an Indian law perspective.

About Stonepeak
Stonepeak is a leading alternative investment firm specializing in infrastructure and real assets with approximately $80 billion of assets under management. Through its investment in defensive, hard-asset businesses globally, Stonepeak aims to create value for its investors and portfolio companies, with a focus on downside protection and strong risk-adjusted returns. Stonepeak, as sponsor of private equity and credit investment vehicles, provides capital, operational support, and committed partnership to grow investments in its target sectors, which include digital infrastructure, energy and energy transition, transport and logistics, and real estate. Stonepeak is headquartered in New York with offices in Houston, Washington, D.C., London, Hong Kong, Seoul, Singapore, Sydney, Tokyo, Abu Dhabi, and Riyadh. For more information, please visit www.stonepeak.com.

About Castrol
Castrol, one of the world’s leading lubricant brands, has a proud heritage of innovation and fuelling the dreams of pioneers. Our passion for performance, combined with a philosophy of working in partnership, has enabled Castrol to develop lubricants and greases that have been at the heart of numerous technological feats on land, air, sea, and space for over 125 years.

Castrol is part of the bp group and serves customers and consumers in the automotive, marine, industrial and energy sectors. Our branded products are recognized globally for innovation and high performance through our commitment to premium quality and cutting-edge technology.  For more information, please visit: www.castrol.com

Contacts

For Stonepeak: 
Kate Beers / Maya Brounstein
corporatecomms@stonepeak.com
+1 (646) 540-5225

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Empowering the Future of Energy: How exnaton is Leading Europe’s Electrification Shift

Elevator Ventures

Our portfolio company exnaton is driving electrification across Europe.

As Europe accelerates toward full-scale electrification, utilities are under increasing pressure to modernize their systems, launch innovative energy products, and meet rapidly evolving customer expectations. The rise of electric vehicles, rooftop solar and decentralized flexibility is transforming the energy market from a linear value chain into a dynamic ecosystem – one that demands smarter billing, transparent data andregulatory compliance at unprecedented scale.

Regulatory requirements are amplifying this shift. The EU Electricity Market Design law (Directive EU/2024/1711) has been transposed into national law, reshaping how Member States enable flexibility, consumer participation and dynamic pricing. This policy is underpinned by the continent-wide rollout of smart meters: Spain has reached 100% coverage, the Netherlands is above 95%, France is at 93%, and Austria has already surpassed roughly 95% of its meters by late 2024. Germany is targeting 95% by 2030 and Poland is moving toward 100% by 2031.

Utilities know change is unavoidable, and most recognize the challenge of moving fast enough in this new environment of electrification, flexibility and data-driven regulation.

This is where exnaton comes in.

A Real-World Challenge: Utilities Need Flexibility, not full IT Overhauls

Most utilities operate on legacy ERP systems built for a world of stable, predictable electricity flows. But dynamic tariffs, prosumer models, energy communities and smart electric vehicle charging require a more innovative approach to analyzing data coming from PoDs (Point of Delivery). The in-house development of capabilities, such as automated billing and seamless customer interfaces, is slow, expensive and often impractical.

Customers, meanwhile, increasingly expect transparency and personalization. Regulators demand accuracy and flexibility. Markets reward innovation.

exnaton bridges this gap with a modern intelligence layer that transforms existing infrastructure – without forcing utilities to rebuild it.

About exnaton: An Intelligence Platform Built for the New Energy System

Founded in Zurich in 2020, exnaton develops an AI-powered SaaS platform that helps utilities deploy next-generation energy products rapidly and at scale. Rather than replacing existing IT architecture, exnaton adds a modular, flexible intelligence layer that handles billingworkflows, dynamic pricing and data analysis.

Today, more than 50 utilities across Europe rely on exnaton’s technology – including examples such as TotalEnergies in Belgium, the E.ON brands eprimoBayernwerk in Germany, enersuisse in Switzerland, and Burgenland Energie in Austria – collectively demonstrating how exnaton enables both large multinational suppliers and regional champions to drive the digital transformation of the energy sector.

With research backgrounds from ETH Zürich, Stanford University, and University of St. Gallen, the team combines academic depth with practical industry expertise. Their mission is simple: empower utilities to deliver sustainable, data-driven energy products that make the energy transition tangible for every household.

Deep Dive: How the Platform Works – and why it matters

exnaton’s intelligence platform focuses onthree key areas that address the most pressing needs of today’s utilities:

AI-Enhanced Billing

Utilities can automate complex billing processes using granular, 15-minute energy data from smart meters. AI-powered processing ensures accuracy, reduces operational costs and minimizes manual reconciliation work – critical for dynamic tariffs and flexible grid fees.

Modular & Scalable Architecture

The platform integrates directly with existing ERP systems, enabling faster time-to-market for new, time-series-based energy products. Its modularity supports a wide range of use cases, from energy communities and peer-to-peer sharing to intelligent electric vehicle charging and prosumer billing.

White-Label Customer Experience

exnaton provides a customizable user interface that allows consumers to easily monitor their energy consumption, production and – where integrated – smart device activity. This transparency empowers customers to make data-driven decisions – and increases their engagement with sustainable products.

For utilities, this combination improves efficiency, unlocks new business models, and strengthens customer loyalty. For consumers, it makes the energy transition intuitive, accessible, and actionable.

Why Energy Tech: The “Beyond Banking” Trend

For Elevator Ventures, this is a crucial investment that aligns perfectly with our focus on “Beyond Banking” solutions in relevant areas like energy transition. The energy market represents a huge opportunity, particularly given Raiffeisen’s existing activities in the Austrian energy sector like Auri by Raiffeisenlandesbank Niederösterreich-WienEnlion and Raiffeisen Regenerative as well as the strong network of clients and partners in energy utilities across Austria and Central and Eastern Europe. As we see it, exnaton can play a leading role in the integration of finance into the future of energy.

Looking Ahead: Scaling Europe’s Decarbonized Grid

With its newly raised Series A financing, exnaton is poised to accelerate its European expansion and further develop AI-driven capabilities for real-time billing and decentralized and data-driven flexibility management.

Join us in Powering the Future

At Elevator Ventures, we believe in elevating the growth of founders who are building the infrastructure for tomorrow. By supporting exnaton, we are backing a team that is redefining how utilities innovate – and is ultimately accelerating the transition to a cleaner, smarterand more flexible energy system.

Learn more about exnaton: https://www.exnaton.ai/

picture of the exnaton software on phones

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Stonepeak to Acquire Allgas

Stonepeak

NEW YORK & SYDNEY – December 17, 2025 – Stonepeak, a leading alternative investment firm specializing in infrastructure and real assets, today announced that it has entered into a definitive agreement to acquire Allgas, a leading gas distribution network located in Queensland, Australia, from the APA Group (ASX: APA), Marubeni Corporation, and other shareholders.

Allgas is the provider of gas haulage infrastructure in the catchment area spanning Brisbane to the northern tip of New South Wales, and separately, Toowoomba and Oakey. Its extensive network includes approximately 3,900kms of distribution mains that supply approximately 120,000 households and businesses, nine gate stations, and 123,000 metering devices. Through its connection to major Queensland supply hubs and the extensive reserves available in the region, Allgas serves as a reliable source of energy distribution for its customers.

“This transaction underscores Stonepeak’s long-held conviction in natural gas as an essential component of the energy mix supporting global energy transition efforts, especially in Australia where it continues to play an important role for businesses and individuals,” said Darren Keogh, Senior Managing Director at Stonepeak. “Queensland, and South East Queensland in particular, is experiencing significant economic expansion underpinned by population and productivity growth that is supported by the Allgas network. We look forward to working with Allgas to help effectively capitalize on these meaningful tailwinds.”

The transaction is subject to regulatory approvals and is expected to close in the first half of 2026.

Gresham is serving as financial advisor to Stonepeak. Allens is serving as legal counsel to Stonepeak.

About Stonepeak
Stonepeak is a leading alternative investment firm specializing in infrastructure and real assets with approximately US$80 billion of assets under management. Through its investment in defensive, hard-asset businesses globally, Stonepeak aims to create value for its investors and portfolio companies, with a focus on downside protection and strong risk-adjusted returns. Stonepeak, as sponsor of private equity and credit investment vehicles, provides capital, operational support, and committed partnership to grow investments in its target sectors, which include digital infrastructure, energy and energy transition, transport and logistics, and real estate. Stonepeak is headquartered in New York with offices in Houston, Washington, D.C., London, Hong Kong, Seoul, Singapore, Sydney, Tokyo, Abu Dhabi, and Riyadh. For more information, please visit www.stonepeak.com.

Contacts

Kate Beers / Maya Brounstein
corporatecomms@stonepeak.com
+1 (646) 540-5225

Jack Gordon
jack.gordon@sodali.com
+61 478 060 362

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WSP to acquire TRC, supercharging its leading position in the Power & Energy sector

LaCaisse
  • Milestone transaction: Welcoming a U.S. premier Power & Energy brand of approximately 8,000 people to create the #1 Power & Energy platform in the U.S.1 for a total cash purchase price of US$3.3 billion.
  • Highly accretive: Expected to be low- to mid-single digit percentage accretive to WSP’s adjusted net earnings per share  and high-single digit percentage accretive once cost synergies are fully realized2,3.
  • Highly complementary: Expands our offering in the Power & Energy sector and provides potential cross-selling opportunities similar to our POWER Engineers experience.
  • Drives scale across strategic high-growth areas fuelled by strong fundamentals:
    • Grows Advisory capabilities
    • Expands Program Management expertise
    • Adds to Digital offering with innovative solutions
    • Enhances service offering across Water, Infrastructure and Environment
  • Elevates leading position in the U.S.: Combined with TRC, WSP will become the largest engineering and design firm in the U.S. by revenue4, with approximately 27,000 employees.
  • Provides further diversification: 34% of U.S. net revenues to be derived from the Power & Energy sector5.
  • Accelerates WSP’s organic growth rate profile globally: Approximately two-thirds of WSP’s global net revenues to be derived from Canada and the Americas, and approximately 20% from Power & Energy—a double-digit organic growth rate sector6.
  • Fully aligned with WSP’s 2025-2027 Global Strategic Action Plan: Pioneering change for empowered growth.
  • Equity Offering: ~$850 million equity offering composed of $732 million bought deal and approximately $118 million concurrent private placement with La Caisse.

WSP Global Inc. (TSX: WSP) (“WSP” or the “Corporation”), one of the world’s leading professional services firms, proudly announces it has entered into an agreement to acquire TRC Companies (“TRC”), a premier U.S. Power & Energy brand delivering end-to-end solutions that support the full infrastructure lifecycle (the “Acquisition”), currently majority-owned by funds managed by Warburg Pincus LLC. The proposed Acquisition, for a total cash purchase price of US$3.3 billion (approximately $4.5 billion based on the exchange rate of $1.3762 USD/CAD as of December 15, 2025), marks a significant step on WSP’s journey to achieve its 2025-2027 Global Strategic Action Plan. The proposed Acquisition will position WSP as the largest engineering and design firm in the U.S., supercharging its Power & Energy offering and enhancing its capabilities across Water, Infrastructure, and Environment.

Based in Windsor, Connecticut, TRC has been a pioneer in adaptability and innovation for more than 55 years. TRC has established itself as a leader and recognized strategic advisor in the engineering and consulting industry, maintaining deep, long-term relationships with blue-chip utilities. Its team of approximately 8,000 employees offers an integrated approach that delivers long-term value for clients facing complex infrastructure and energy challenges.

The proposed Acquisition complements WSP’s offering in attractive market sectors, will expand its client relationships, and enhance its capabilities throughout the project lifecycle, notably with a portfolio of advisory practices tailored to utilities and program management expertise. It will also create potential cross-selling opportunities across power engineering, environmental solutions, and advisory services. At the same time, TRC will bring a shared commitment to innovation and operational excellence, with investments in digital solutions and a highly skilled workforce—further amplifying WSP’s ability to deliver integrated, future-forward solutions.

“The proposed Acquisition of TRC is a defining moment in the execution of WSP’s 2025-2027 Strategic Plan. Building on our track record of excellence and compounding financial performance, this strategic move will cement WSP as the Power & Energy consulting leader in the U.S. and globally. Joining forces will position our business for accelerated organic growth and create an integrated platform with industry-leading capabilities in advisory, engineering, and program management. With TRC’s highly complementary expertise in power delivery, transmission, distribution, and advisory services, our combined offering will cover the entire utility and infrastructure value chain. Together, we are poised to deliver more complex projects and offer expanded end-to-end services to help solve our clients’ critical needs, from aging infrastructure to grid modernization and electrification,” commented Alexandre L’Heureux, President and Chief Executive Officer of WSP.

Also commenting on the Acquisition, Christopher P. Vincze, Chairman and Chief Executive Officer of TRC, said: “The joining of our two firms will create significant and exciting opportunities for our people, our clients and the communities in which we live and work. With TRC’s innovative, technology-oriented power business, underscored by an advanced use of digital, we will significantly strengthen WSP’s Power & Energy offering. Additionally, TRC’s globally recognized Environmental & Infrastructure business, which is the seed from which TRC grew, will enhance WSP’s capabilities across Water, Infrastructure and Environment. Our combined skill sets will elevate us to better support, over the next decade and beyond, our people and planet as we face unprecedented growth of power needs on the back of ongoing electrification, the re-emergence of domestic manufacturing in the U.S. and the continued growth of infrastructure. We were an early pioneer in the utility sector and continue to be a trusted thought partner, working to create, implement and manage complex strategies and programs to meet the country’s power needs. TRC’s people continue to be passionate about making the world a better place, and this next chapter will allow us to come together with WSP in a very exciting way to further that goal.”

Reflecting on their investment, Kim Thomassin, Executive Vice President and Head of Québec at La Caisse said: “With this investment, La Caisse once again demonstrates its ongoing commitment to WSP, helping to position the company as a leader in engineering and design in the United States and globally, while accelerating the development of its Energy offering, a sector with strong potential. This transaction is at the core of our strategy to support the international expansion of companies firmly rooted in Québec and to give them the means to achieve sustainable growth.”

FINANCIAL HIGHLIGHTS

  • Proposed Acquisition of TRC for a total cash purchase price of US$3.3 billion (approximately $4.5 billion based on the exchange rate of $1.3762 USD/CAD as of December 15, 2025).
  • Acquisition price represents 14.5x TRC’s Pre-IFRS 16 CY2026E Adjusted EBITDA  pre-synergies and 12.5x after including run-rate synergies.  (TRC’s Pre-IFRS 16 Adjusted EBITDA and earnings before net interest and income tax for the financial year ended June 30, 2025 were approximately US$192.3 million ($268.5 million) and US$87.5 million ($122.1 million), respectively).
  • Expected to be low-to-mid single-digit percentage accretive to WSP’s adjusted net earnings per share before synergies. WSP expects 2027 Accretion (as defined below) to be high single-digit percentage accretive once cost synergies are fully realized (WSP’s basic net earnings per share attributable to shareholders and adjusted net earnings per share were $5.40 and $8.05 respectively, for the financial year ended December 31, 2024).2,9
  • Expected cost synergies to exceed 3% of TRC’s net revenues for the financial year ended June 30, 20257, plus potential cross-selling revenue synergy opportunities in alignment with our POWER Engineers experience (TRC’s net revenues and revenues for the financial year ended June 30, 2025 were approximately US$1,192.2 million and US$1,498.9 million, respectively).8
  • Transaction to be financed with US$3.3 billion of Committed Acquisition Financing (as defined below).
  • Estimated pro forma Net Debt to Adjusted EBITDA ratio6 of ~2.4x upon closing of the Acquisition with the expectation to return to below 2.0x within 12 months6 (WSP’s net debt to adjusted EBITDA ratio for the trailing twelve-month period ended September 27, 2025 was 1.4x and adjusted EBITDA and earnings before net financing expense and income taxes for the same period were approximately $2,501.4 million and $1,481.0 million, respectively).
  • Equity raise of approximately $850 million: $732 million bought deal public offering and approximately $118 million private placement of common shares of WSP (“Common Shares”) expected to close on or about December 22, 2025, with a corresponding reduction of the amounts drawn from the Committed Acquisition Financing. WSP may also opportunistically access debt capital markets to repay a further portion of the Committed Acquisition Financing should market conditions be favourable.

WEBCAST

WSP will host a webcast today at 4:45 p.m. (Eastern Daylight Time) to discuss the Acquisition. Exceptionally, there will be no question-and-answer session, given the concurrent equity offering.

To join the webcast, please register at https://www.icastpro.ca/rp92yd or access https://www.wsp.com/en-gl/investors.

A presentation of the Acquisition is accessible on the webcast platform and under the “Investors” section of WSP’s website.

CONDITIONS TO THE ACQUISITION

Subject to the satisfaction of certain customary closing conditions, including applicable regulatory approvals, the Acquisition is expected to be completed in the first quarter of 2026.

ACQUISITION FINANCING

Equity Financing

The Equity Financing (as defined below) comprises:

  • $732 million bought deal public offering (the “Offering”) of common shares (the “Offering Common Shares”) at a price of $232.80 per Offering Common Share (the “Offer Price”); and
  • Approximately $118 million private placement (the “Concurrent Private Placement” and together with the Offering, the “Equity Financing”) of common shares (the “Placement Common Shares”) at the Offer Price to Caisse de dépôt et placement du Québec (“La Caisse”).

WSP intends to use the net proceeds from the Equity Financing to fund in part the purchase price payable in respect of the Acquisition (and related costs and expenses) and accordingly reduce amounts to be drawn on the closing of the Acquisition under the Committed Acquisition Financing to fund the purchase price for the Acquisition.

Public Offering

WSP has entered into an agreement with CIBC Capital Markets, BMO Capital Markets and National Bank Capital Markets (the “Joint Bookrunners”), on behalf of a syndicate of underwriters (the “Underwriters”), to issue and sell, on a “bought deal” basis, 3,145,000 Offering Common Shares at the Offer Price for gross proceeds to the Corporation of $732 million.

The Corporation has granted the Underwriters an over-allotment option (the “Over-Allotment Option”), exercisable in whole or in part, for a period of 30 days following the date of the closing of the Offering to purchase up to an additional number of Offering Common Shares equal to 15% of the Offering Common Shares to be sold pursuant to the Offering at the Offer Price to cover over-allotments, if any, and for market stabilization purposes.

The Offering Common Shares distributed pursuant to the Offering will be offered in all provinces and territories of Canada pursuant to a prospectus supplement (the “Prospectus Supplement”) to the short form base shelf prospectus of WSP dated August 8, 2024 (the “Base Shelf Prospectus”) to be filed by WSP on or about December 17, 2025, as well as in the United States by way of private placement to “qualified institutional buyers” in reliance upon the exemption from registration provided by Rule 144A under the U.S. Securities Act of 1933, as amended (the “1933 Act”).

The completion of the Offering is subject to the approval of the Toronto Stock Exchange (the “TSX”). Closing of the Offering is expected to occur on or about December 22, 2025 and is conditional upon the concurrent completion of the Concurrent Private Placement.

No securities regulatory authority has either approved or disapproved the contents of this press release. The Offering Common Shares have not been, and will not be, registered under the 1933 Act, or any state securities laws. Accordingly, the Offering Common Shares may not be offered or sold within the United States unless registered under the 1933 Act and applicable state securities laws or pursuant to exemptions from the registration requirements of the 1933 Act and applicable state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of the Offering Common Shares in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Delivery of the Prospectus Supplement, and any amendments to the documents will be provided in accordance with securities legislation relating to procedures for providing access to a shelf prospectus supplement, and any amendment. The Prospectus Supplement will be (within two business days of the date hereof) accessible on SEDAR+ at www.sedarplus.ca. An electronic or paper copy of the Prospectus Supplement, and any amendment to the documents, may be obtained without charge from CIBC Capital Markets at 161 Bay Street, 5th Floor, Toronto, ON M5J 2S8 or by telephone at 1-416-956-6378 or by email at mailbox.Canadianprospectus@cibc.com by providing the contact with an email address or address, as applicable. The Prospectus Supplement contains important, detailed information about the Corporation and the proposed Offering. Prospective investors should read the Prospectus Supplement (when filed) before making an investment decision.

Concurrent Private Placement

Concurrently with this announcement, WSP has also entered into a subscription agreement pursuant to which the Corporation will complete the Concurrent Private Placement at the Offer Price with La Caisse for aggregate gross proceeds to the Corporation of approximately $118 million.

La Caisse has also been granted an option (the “Additional Subscription Option”) to purchase a number of additional Placement Common Shares representing up to 15% of the number of Placement Common Shares subscribed by them on closing, subject to, and in the same proportion as the Over-Allotment Option being exercised by the Underwriters.

The issuance of the Placement Common Shares under the Concurrent Private Placement is subject to the approval of the TSX. Closing of the Concurrent Private Placement is scheduled to occur concurrently with the closing of the Offering and is conditional upon the concurrent completion of the Offering.

Assuming completion of the Concurrent Private Placement and the Offering, but not the exercise of the Over-Allotment Option or the Additional Subscription Option, La Caisse will beneficially own, or exercise control or direction over, directly or indirectly, an aggregate of 18,619,100 Common Shares representing approximately 13.9% of the then issued and outstanding Common Shares.

The Placement Common Shares will be subject to a four-month hold from the closing date of the Concurrent Private Placement. In accordance with the terms of the Subscription Agreement, the Placement Common Shares will also be subject to contractual lockups for a period of four (4) months following the date of issuance of such Placement Common Shares.

La Caisse (or their respective designee) will be entitled to a capital commitment fee equal to 4% of the aggregate purchase price for the Placement Common Shares for which they have subscribed (and any additional Placement Common Shares they have subscribed pursuant to the Additional Subscription Option, as applicable).

Committed Acquisition Financing

Concurrently with the announcement of the Acquisition, Canadian Imperial Bank of Commerce and JP Morgan Chase Bank, N.A., acting as co-lead arrangers and joint bookrunners, provided commitments for US$3,300 million senior unsecured non-revolving term loans (collectively, the “Committed Acquisition Financing”). The Committed Acquisition Financing will be governed by an incremental facility supplement to the Corporation’s seventh amended and restated credit agreement dated as of April 27, 2023, as amended and supplemented from time to time, with a syndicate of financial institutions to be entered into on or before the closing of the Acquisition.

All of the above elements of the Acquisition financing plan have been designed and structured with a view to preserving WSP’s investment grade rating.

Related Party Transaction Matters

La Caisse beneficially owns, or has control or direction over, directly or indirectly, Common Shares representing more than 10% of the issued and outstanding Common Shares of WSP. As a result of the foregoing, the Concurrent Private Placement is a “related party transaction” for the purposes of Multilateral Instrument 61-101 – Protection of minority security holders in special transactions (“MI 61-101”). The Corporation has relied on the exemptions from the valuation and minority approvals of MI 61-101 contained in paragraphs 5.5(a) and 5.7(a) of MI 61-101 on the basis that neither the fair market value of the Concurrent Private Placement (including the capital commitment fee payable thereunder), nor the consideration thereof, exceeds 25% of the market capitalization of the Corporation.

FINANCIAL AND LEGAL ADVISORS

JP Morgan and CIBC Capital Markets are acting as financial advisors to WSP on the Acquisition. Legal advice is being provided to WSP by Skadden, Arps, Slate, Meagher & Flom LLP in the United States and Stikeman Elliott LLP in Canada.

Harris Williams, UBS Investment Bank, AEC Advisors, and Houlihan Lokey are acting as financial advisors to TRC on the Acquisition. Legal advice is being provided to TRC by Paul, Weiss, Rifkind, Wharton & Garrison LLP.


1 Based on Engineering News-Record’s (ENR) Top 20 U.S. Design Firms by Sector (Power) list in August 2025, calculated on U.S. domestic revenues (U.S. Revenues) and adjusted to reflect annualization of POWER Engineers, Incorporated’s contribution for the financial year ended December 31, 2024, the assumed completion of the Acquisition as well as WSP U.S. Pro Forma Revenues. The approximate number of employees is as at December 2, 2025.
2 Non-IFRS financial measure or non-IFRS financial ratio that is forward-looking, without a standardized definition under IFRS, which may not be comparable to similar measures or ratios used by other issuers. Please refer to the “Non-IFRS and Other Financial Measures” and “Forward-Looking Statements” disclaimers below. For the financial year ended December 31, 2024, WSP’s adjusted EBITDA was $2,185.7 million, basic net earnings per share attributable to shareholders was $5.40 and adjusted net earnings per share was $8.05.
3 Cost synergies to exceed 3% of TRC’s net revenue are expected to be achieved by the end of 2027, with 50% expected to be realized in the first 12 months after closing of the Acquisition. The cost to realize synergies is estimated at the same level of synergies.
4 Based on ENR’s Top 500 U.S. Design Firms list in August 2025, calculated on U.S. Revenues and adjusted to reflect annualization of POWER Engineers’ contribution for the financial year ended December 31, 2024, the assumed completion of the Acquisition as well as  WSP U.S. Pro Forma Revenues. Please refer to the “Forward-Looking Statements” disclaimer below.
5 Based on WSP U.S.’s Power and Energy net revenues for the trailing twelve-month (TTM) period ended June 28, 2025, and TRC’s Power and Energy net revenues for the financial year ended June 30, 2025. USD/CAD exchange rate used to convert TRC net revenue Power and Energy sector into Canadian dollars is 1.3952. Please refer to the “Non-IFRS and Other Financial Measures” and “Forward-Looking Statements” disclaimers below.
6  Pro forma Net Revenues are for the trailing twelve-month period ended June 28, 2025 for WSP, adjusted to reflect annualization of POWER Engineers’ contribution for the financial year ended December 31, 2024 and the assumed completion of the Acquisition. Please refer to the “Forward-Looking Statements” disclaimer below.
7 Non-IFRS financial measure or non-IFRS ratio that is forward-looking, without a standardized definition under IFRS, which may not be comparable to similar measures or ratios used by other issuers. Please refer to the “Non-IFRS and Other Financial Measures” and “Forward-Looking Statements” disclaimers below.
8 Cost synergies to exceed 3% of TRC’s net revenue for the financial year ended June 30, 2025 are expected to be achieved by the end of 2027, with 50% expected to be realized in the first 12 months after closing of the Acquisition. The cost to realize synergies is estimated at the same level of synergies.
9 The Corporation’s assessment of potential synergy opportunities for the Acquisition is primarily based on the information received as part of its due diligence investigation of TRC, its own outside-in perspectives, previous acquisition experience and publicly available information.

About TRC

TRC stands for adaptability. With direction setting perspectives and partnerships, our ~8,000 tested practitioners in advisory, consulting, construction, engineering and management services deliver unique resolutions that answer any built or natural imperative. By creating new pathways for the world to thrive, we help our clients adapt to change and achieve long-lasting results while solving the challenges of making the Earth a better place to live — community by community and project by project. TRC is ranked #17 on ENR’s list of the Top 500 Design Firms, #5 for Power and #3 for Transmission & Distribution. Learn more at TRCcompanies.com and follow us on LinkedIn.

About La Caisse

At La Caisse, formerly CDPQ, we have invested for 60 years with a dual mandate: generate optimal long term returns for our 48 depositors, who represent over 6 million Quebecers, and contribute to Québec’s economic development.

As a global investment group, we are active in the major financial markets, private equity, infrastructure, real estate and private credit. As at June 30, 2025, La Caisse’s net assets totalled CAD 496 billion. For more information, visit lacaisse.com or consult our LinkedIn or Instagram pages.

La Caisse is a registered trademark of Caisse de dépôt et placement du Québec that is protected in Canada and other jurisdictions and licensed for use by its subsidiaries.

About WSP

WSP is one of the world’s leading professional services firms, uniting its engineering, advisory and science-based expertise to shape communities to advance humanity. From local beginnings to a globe-spanning presence today, WSP operates in over 50 countries and employs approximately 75,000 professionals, known as Visioneers. Together they pioneer solutions and deliver innovative projects in the transportation, infrastructure, environment, building, energy, water, and mining and metals sectors. WSP is publicly listed on the Toronto Stock Exchange (TSX:WSP).

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EQT completes tender offer on Waga Energy

eqt

Following settlement-delivery, EQT will hold, directly and by assimilation, 22,777,033 Waga Energy shares representing 85.88% of its share capital and 85.82% of its voting rights

EQT today announced that EQT Transition Infrastructure (“EQT”), through the investment vehicle Box BidCo S.A.S., has increased its majority shareholding in Waga Energy (EPA: WAGA or the “Company”) following completion of its tender offer on the latter.

On 24 November2025, Box BidCo S.A.S. announced the opening of a mandatory simplified cash tender offer for all remaining outstanding shares of Waga Energy at a price of EUR 21.55per share, which will be increased by an earn-out amount of up to EUR 2.15 per share based on the aggregate amount of U.S. federal investment tax credits that could be monetized by Waga Energy by 30 June 2028 in connection with certain of its projects developed in the U.S. (the “Offer”).

After the closing of the Offer on 12 December 2025, Box BidCo S.A.S. holds, directly and by assimilation, 22,777,033 shares and voting rights of Waga Energy, representing 85.88% of the share capital and 85.82% of voting rights of the Company.

Asís Echániz, Partner and Head of EQT Transition Infrastructure Europe, said: “Waga Energy continues to demonstrate strong momentum in a fast-growing segment of the energy transition, having built a differentiated platform in renewable gas through proprietary technology and an industrial approach. We are pleased to enter into this new chapter alongside the team to support the Company’s industrial model at scale, in close partnership with all its stakeholders.”

Settlement-delivery of the Offer is expected to occur on 19 December 2025.

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Repsol advances its renewable energy strategy in the US with a new deal with Stonepeak

Stonepeak

  • Stonepeak will acquire a 43.8% stake in the Outpost solar project (629 MW) from Repsol for $252.5 million (€220 million).
  • The transaction implies a valuation of the solar asset of approximately $775 million (€675 million), including tax equity proceeds raised through the monetization of Production Tax Credits (PTCs) received by the project.

Repsol advances its renewable energy strategy in the United States with a new deal with Stonepeak. The investment firm specializing in infrastructure and real assets has agreed to acquire a 43.8% stake in Repsol’s Outpost solar project, located in Webb County, Texas, for $252.5 million (€220 million). The transaction implies a valuation of the asset of approximately $775 million (€675 million), including tax equity proceeds raised through the monetization of PTCs received by the project.

Outpost, with an installed capacity of 629 MW, began commercial operation this August and benefits from a long-term power purchase agreement (PPA), reinforcing its attractiveness to investors.

This marks Repsol’s second asset rotation in the United States, and the multi-energy company continues to optimise the financial structure of its renewable business by bringing in strategic partners to maximise value creation.

This transaction also represents the second collaboration between Repsol and Stonepeak in the U.S. renewables market. In July this year, the two companies closed a similar transaction that included Stonepeak’s acquisition of a stake in the Frye solar farm (632 MW) in Texas and the Jicarilla solar and storage complex (145 MW) in New Mexico.

The transaction is expected to close in the coming months, subject to standard regulatory approvals.

João Costeira, Executive Managing Director of Low Carbon Generation at Repsol, said: “Rejoining forces with Stonepeak, a major investor that continues to place its trust in the quality of our renewable assets in the United States, allows us to advance our growth strategy in this country, where we already have more than 2,800 MW in operation and under construction in solar and storage projects.”

Anthony Borreca, Senior Managing Director at Stonepeak, said: “We are thrilled to extend our U.S. partnership with Repsol on this transformative solar project, which underscores our shared ongoing commitment to advancing sustainable energy infrastructure and delivering long-term value in Texas.”

About Stonepeak
Stonepeak is a leading alternative investment firm specialising in infrastructure and real assets with approximately $80 billion in assets under management. Through its investment in defensive businesses and hard assets globally, Stonepeak aims to create value for its investors and portfolio companies by focusing on downside protection and strong risk-adjusted returns. As a sponsor of private equity and credit investment vehicles, Stonepeak provides capital, operational support and a committed partnership to grow investments in its target sectors, which include digital infrastructure, energy and energy transition, transportation and logistics, and real estate. Stonepeak is headquartered in New York and has offices in Houston, Washington, D.C., London, Hong Kong, Seoul, Singapore, Sydney, Tokyo, Riyadh, and Abu Dhabi. For more information, visit www.stonepeak.com.

About Repsol
Repsol is a multi-energy company that meets all its customers’ energy needs, both at home and on the move. It has 25,000 employees in more than twenty countries and 24 million customers. Its extensive network of 4,500 service stations supplies fuel in Spain, Portugal, Peru, and Mexico and is incorporating alternatives such as electric charging, 100% renewable fuels, AutoGas, and natural gas for vehicles. It has 3 million electricity and gas customers in Spain and Portugal and is the fourth largest operator in the Spanish electricity market. The company has a diversified portfolio of renewable generation, with an installed capacity of 5,000 MW, mainly in Spain, the United States, and Chile. It produces an average of 571,000 barrels of oil equivalent per day and has one of the most efficient refining systems in Europe. Repsol is transforming its six industrial complexes on the Iberian Peninsula into multi-energy hubs that can turn a wide variety of raw materials and waste into low-carbon products, such as 100% renewable fuels, which will be key to achieving its goal of becoming a net-zero emissions company by 2050.

For further information:

Repsol
Communications and Brand Management
prensa@repsol.com
91.753.87.87

Stonepeak
Kate Beers / Maya Brounstein
corporatecomms@stonepeak.com
+1 (646) 540-5225

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EQT completes public offering of common stock of Kodiak Gas Services

eqt
  • The offering resulted in gross proceeds of approximately USD335.5 million

Frontier TopCo Partnership, L.P. (the “Selling Stockholder”), an affiliate of the funds known as EQT Infrastructure III and EQT Infrastructure IV, is pleased to announce the completion of an underwritten public offering (the “Offering”) of 9,762,573 shares of common stock of Kodiak Gas Services, Inc. (NYSE: KGS) (the “Company”) for gross proceeds of approximately USD335.5 million. Goldman Sachs & Co. LLC acted as the underwriter for the Offering, which was completed on December 2, 2025. The Company did not sell any shares of its common stock in the Offering and did not receive any proceeds from the sale of the shares of its common stock sold by the Selling Stockholder.

Contact

EQT Press Office, press@eqtpartners.com

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About EQT

EQT is a purpose-driven global investment organization with EUR 267 billion in total assets under management (EUR 139 billion in fee-generating assets under management) as of 30 September 2025, within two business segments – Private Capital and Real Assets. EQT owns portfolio companies and assets in Europe, Asia Pacific and the Americas and supports them in achieving sustainable growth, operational excellence and market leadership

More info: www.eqtgroup.com
Follow EQT Real Estate on LinkedIn 

About Kodiak

Kodiak is a leading contract compression services provider in the United States, serving as a critical link in the infrastructure that enables the safe and reliable production and transportation of natural gas and oil. Headquartered in The Woodlands, Texas, Kodiak provides contract compression and related services to oil and gas producers and midstream customers in high–volume gas gathering systems, processing facilities, multi-well gas lift applications and natural gas transmission systems.

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Stonepeak and Energy Equation Partners Complete Acquisition of Majority Interest in JET

Stonepeak

LONDON & HOUSTON – December 1, 2025 – Stonepeak, a leading alternative investment firm specializing in infrastructure and real assets, and Energy Equation Partners (“EEP”), an investment firm with significant expertise in fuel retail, today announced the completion of their previously announced acquisition of a 65% interest in JET Tankstellen Deutschland GmbH (“JET”), a leading fuel retailer in Germany and Austria, from a subsidiary of Phillips 66 (NYSE: PSX), in a transaction valuing the business at an enterprise value of approximately €2.5 billion.

“We are delighted to complete this acquisition and to partner with Stonepeak and Phillips 66 to take JET to the next level,” said Javed Ahmed, Managing Partner of Energy Equation Partners. “This investment reflects EEP’s commitment to investing in established players in the energy sector who have the potential to make a meaningful impact on the energy transition, and we are excited to work alongside the entire JET team, including its dedicated service station operators, to realize this vision.”

“The completion of this transaction marks an important step forward for JET,” said Anthony Borreca, Senior Managing Director and Co-Head of Energy at Stonepeak. “With its extensive network of service stations, trusted brand, and the combined expertise that we and EEP bring, JET is well positioned to continue providing reliable service to its customers across Germany and Austria.”

Akin Gump Strauss Hauer & Feld LLP and Hengeler Mueller served as legal counsel to Stonepeak and EEP. Paul, Weiss, Rifkind, Wharton & Garrison LLP served as financing counsel to Stonepeak and EEP.

About Stonepeak
Stonepeak is a leading alternative investment firm specializing in infrastructure and real assets with approximately $80 billion of assets under management. Through its investment in defensive, hard-asset businesses globally, Stonepeak aims to create value for its investors and portfolio companies, with a focus on downside protection and strong risk-adjusted returns. Stonepeak, as sponsor of private equity and credit investment vehicles, provides capital, operational support, and committed partnership to grow investments in its target sectors, which include digital infrastructure, energy and energy transition, transport and logistics, and real estate. Stonepeak is headquartered in New York with offices in Houston, Washington, D.C., London, Hong Kong, Seoul, Singapore, Sydney, Tokyo, Abu Dhabi, and Riyadh. For more information, please visit www.stonepeak.com.

About Energy Equation Partners
Energy Equation Partners is an energy specialist investment firm that seeks to invest in companies that are well established in the energy sector and have the potential to play a valuable role in the shift from “brown to green”. Over the past two decades, the principals of EEP have deployed over $10 billion of equity capital across the energy value chain globally and have significant experience in fuel retail.

Contacts

For Stonepeak:
Kate Beers / Maya Brounstein
corporatecomms@stonepeak.com
+1 (646) 540-5225

For Energy Equation Partners:
Sari Haidar
sari@energyequationpartners.com
+44 75 5112 5113

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KKR Provides $750 Million Bespoke Financing Solution to Chandra Asri Group

KKR

Financing will support the acquisition of ExxonMobil’s Esso retail fuel station network in Singapore

SINGAPORE–(BUSINESS WIRE)– KKR, a leading global investment firm, and Chandra Asri Group (or the “Group”), a leading provider of energy, chemical, and infrastructure solutions in Southeast Asia, today announced a $750-million bespoke financing solution arranged by KKR Capital Markets and anchored by KKR’s private credit and insurance platforms to Chandra Asri Group. The investment will support the Group’s growth strategy and its acquisition of Esso-branded retail fuel station network from ExxonMobil in Singapore.

This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20251116458363/en/

Established in 1992, Chandra Asri Group is a leading provider of critical energy, chemical, and infrastructure solutions to companies across Southeast Asia. The Group serves diverse industries, including manufacturing, the trading of chemicals, petrochemicals, and synthetic rubber, as well as the management of infrastructure assets. In 2024, the Group embarked on a strategic transformation to build a connected energy infrastructure ecosystem and provide fundamental support to strategic sectors across the region. The Group’s acquisition of ExxonMobil’s Esso-branded retail fuel station network in Singapore is a key part of this strategy.

KKR’s Asia Pacific Credit platform seeks to provide, among other private credit strategies, bespoke solutions to high-quality companies, entrepreneurs, promoters and sponsors that harness the strength of KKR’s private markets investment capabilities and its expertise as one of the largest alternative credit managers globally.

Andre Khor, Chief Financial Officer of Chandra Asri Group, said, “We are pleased to strategically partner with KKR in supporting our acquisition of ExxonMobil’s Esso-branded retail network in Singapore. Our collaboration with a leading global investment firm reinforces strong confidence in Chandra Asri’s transformation journey and the quality of our expanding downstream energy platform. This strategic partnership enables us to pursue our growth objectives with prudent financial discipline, while continuing to deliver reliable and sustainable energy solutions across the region.”

SJ Lim, Managing Director and Head of Asia Private Credit at KKR, added, “We are proud to support Chandra Asri Group on this important milestone. This transaction aligns with our focus on providing tailored capital solutions to leading companies across Asia Pacific, and we look forward to supporting Chandra Asri’s continued growth as it strengthens its downstream energy and retail presence in Singapore.”

KKR is making its investment from its Asia Pacific Credit strategy and insurance platform. Since 2019, KKR has committed more than $8 billion across around 60 credit investments under its Asia Pacific Credit strategy, accounting for a total transaction volume of more than $21 billion.

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About Chandra Asri Group

Chandra Asri Group is a leading provider of energy, chemical, and infrastructure solutions in Southeast Asia, supplying products and services to various manufacturing industries in both domestic and international markets. Since the Group’s establishment in 1992, Chandra Asri has grown from strength to build our reputation as a reliable growth partner, with strategically well positioned assets in Indonesia and Singapore. The Group’s asset base includes a refinery with a capacity of 237,000 barrels per day alongside a 1.1 million metric ton per annum ethylene cracker on Bukom Island, 2.5 million metric ton per annum downstream chemicals on Jurong Island and Indonesia’s one and only naphtha cracker located in Cilegon with a capacity of 0.9 million metric ton per annum. The Company’s business is supported by core infrastructure assets, including energy, water, ports & storage, and logistics. For more information, visit www.chandra-asri.com.

About KKR

KKR is a leading global investment firm that offers alternative asset management as well as capital markets and insurance solutions. KKR aims to generate attractive investment returns by following a patient and disciplined investment approach, employing world-class people, and supporting growth in its portfolio companies and communities. KKR sponsors investment funds that invest in private equity, credit and real assets and has strategic partners that manage hedge funds. KKR’s insurance subsidiaries offer retirement, life and reinsurance products under the management of Global Atlantic Financial Group. References to KKR’s investments may include the activities of its sponsored funds and insurance subsidiaries. For additional information about KKR & Co. Inc. (NYSE: KKR), please visit KKR’s website at www.kkr.com. For additional information about Global Atlantic Financial Group, please visit Global Atlantic Financial Group’s website at www.globalatlantic.com.

For more information, please contact:

Chandra Asri

Chrysanthi Tarigan
Head of Corporate Communications
Telp: 021-530 7950
Email: corporate.comm@capcx.com

KKR

Wei Jun Ong
+65 6922 5813
WeiJun.Ong@kkr.com

Source: KKR

 

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offering of common stock of Kodiak Gas Services

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eqt
  • The offering resulted in gross proceeds of approximately USD333 million

Frontier TopCo Partnership, L.P. (the “Selling Stockholder”), an affiliate of the funds known as EQT Infrastructure III and EQT Infrastructure IV, is pleased to announce the completion of an underwritten public offering (the “Offering”) of 10,000,000 shares of common stock of Kodiak Gas Services, Inc. (NYSE: KGS) (the “Company”) for gross proceeds of approximately USD333 million. Goldman Sachs & Co. LLC acted as the underwriter for the Offering, which was completed on November 13, 2025. The Company did not sell any shares of its common stock in the Offering and did not receive any proceeds from the sale of the shares of its common stock sold by the Selling Stockholder.

Contact

EQT Press Office, press@eqtpartners.com

 

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About EQT

EQT is a purpose-driven global investment organization with €267 billion in total assets under management (€139 billion in fee-generating assets under management) as of 30 September 2025, within two business segments – Private Capital and Real Assets. EQT owns portfolio companies and assets in Europe, Asia-Pacific and the Americas and supports them in achieving sustainable growth, operational excellence and market leadership.

More info: www.eqtgroup.com

Follow EQT on LinkedIn, X, YouTube and Instagram

About Kodiak

Kodiak is a leading contract compression services provider in the United States, serving as a critical link in the infrastructure that enables the safe and reliable production and transportation of natural gas and oil. Headquartered in The Woodlands, Texas, Kodiak provides contract compression and related services to oil and gas producers and midstream customers in high–volume gas gathering systems, processing facilities, multi-well gas lift applications and natural gas transmission systems.

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