Mr. David Hinche reports

GDI SHAREHOLDERS APPROVE PREVIOUSLY ANNOUNCED PLAN OF ARRANGEMENT

GDI Integrated Facility Services Inc.'s shareholders have approved the previously announced plan of arrangement under the Canada Business Corporations Act, pursuant to which an entity affiliated with Birch Hill Equity Partners Management Inc. and Gestion Claude Bigras Inc. will acquire all the issued and outstanding subordinate voting shares of the company (other than those beneficially owned by Birch Hill) for $36.60 in cash per share.

At the special meeting of the shareholders of GDI held earlier today, the special resolution approving the arrangement was passed by 79.04 per cent of the votes cast on the arrangement resolution by the holders of subordinate voting shares and multiple voting shares of the company, voting together as a single class, present in person or represented by proxy at the meeting, and by 62.27 per cent of the votes cast on the arrangement resolution by the holders of subordinate voting shares of the company excluding those held by the rollover shareholders or owned or beneficially controlled by any other person required to be excluded pursuant to Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions), present in person or represented by proxy at the meeting.

The arrangement remains subject to certain customary closing conditions, including the issuance of a final order by the Superior Court of Quebec approving the arrangement. The hearing in respect of the final order is expected to take place on Feb. 26, 2026. If the necessary court approval is obtained and the other conditions to closing are satisfied or waived, it is anticipated that the arrangement will close in early March, 2026.

About GDI Integrated Facility Services Inc.

GDI is a leading integrated commercial facility service provider which offers a range of services in Canada and the United States to owners and managers of a variety of facility types, including office buildings, educational facilities, distribution centers, industrial facilities, health care establishments, stadiums and event venues, hotels, shopping centres, airports and other transportation facilities. GDI's commercial facility service capabilities include commercial janitorial and building maintenance, energy advisory and system optimization, the installation, maintenance and repair of heating, venting, air conditioning and refrigeration, and mechanical, electrical and building automation systems, as well as other complementary services such as janitorial products manufacturing. GDI's subordinate voting shares are listed on the Toronto Stock Exchange.

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