An anonymous director reports

ATKINSREALIS ANNOUNCES PRIVATE OFFERING OF $400 MILLION OF UNSECURED DEBENTURES

AtkinsRealis (SNC-Lavalin Group Inc.) has priced an offering of $400-million aggregate principal amount of 5.70 per cent Series 8 unsecured debentures due March 26, 2029. The Series 8 debentures are being offered through a syndicate of agents led by BMO Capital Markets, CIBC Capital Markets, National Bank Financial Markets and Scotiabank as joint bookrunners and which also includes RBC Dominion Securities Inc., TD Securities Inc., BNP Paribas (Canada) Securities Inc., BofA Securities, SMBC Nikko and Desjardins Securities Inc. The Series 8 debentures will be issued at par, and closing is expected to occur on or about March 28, 2024, subject to customary closing conditions. AtkinsRealis intends to use the net proceeds of the offering to repay existing indebtedness and for general corporate purposes.

The Series 8 debentures will bear interest at a fixed annual rate of 5.70 per cent, payable in equal semi-annual instalments, in arrears, on March 26 and Sept. 26 of each year until maturity, commencing on Sept. 26, 2024.

The Series 8 debentures will be direct unsecured obligations of AtkinsRealis, will rank pari passu with all other unsecured and unsubordinated indebtedness of AtkinsRealis (including all of its other existing debentures, as well as indebtedness under its existing main credit agreement), and will be guaranteed by the same subsidiaries that guarantee AtkinsRealis's obligations under its existing main credit agreement and its other outstanding debentures.

On March 18, 2024, DBRS Ltd. (Morningstar DBRS) changed the trend on AtkinsRealis to positive from stable, and on March 20, 2024, Standard & Poor's revised the outlook on the company to positive from negative. The Series 8 debentures have been assigned a provisional rating of BB (high), with a positive trend by Morningstar DBRS and BB-plus by S&P, and they are being offered in each of the provinces of Canada on a private placement basis in reliance upon exemptions from the prospectus requirements under applicable securities legislation. The Series 8 debentures will be subject to a restricted period ending four months and one day from the day of issuance in accordance with applicable securities laws.

About SNC-Lavalin Group Inc.

Created by the integration of long-standing organizations dating back to 1911, AtkinsRealis is a world-leading professional service and project management company dedicated to engineering a better future for the planet and its people. It 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 its capabilities are delivered to clients in strategic sectors such as engineering services in key regions (Canada, the United States and the United Kingdom, as well as Asia, the Middle East and Australia), nuclear and capital.

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