North American Construction Group Ltd. Announces Early Redemption of 5.5% Debentures Due June 30, 2028

ACHESON, Alberta, Jan. 29, 2025 North American Construction Group Ltd. (“NACG” or “the Company”) (TSX:NOA/NYSE:NOA) announced today that it has delivered notice to the holders of the Company’s outstanding 5.5% convertible unsecured subordinated debentures due June 30, 2028 (the “Debentures”) that pursuant to Section 4.3 of the trust indenture governing the Debentures dated June 1, 2021 (the “Trust Indenture”), the Company will, effective February 28, 2025 (the “Redemption Date”), redeem all issued and outstanding Debentures, plus accrued interest thereon.

In accordance with the Trust Indenture, holders of these Debentures may convert the outstanding Debentures into common shares of the Company at a price of $24.23 per share, which is at a discount to the closing price of NACG’s common shares of $28.45 per share on January 29, 2025, the date of this press release.

The Company encourages individual holders of Debentures (“Debentureholders”) to review redemption instructions from their financial institution to ensure a request for conversion is submitted in advance of the cutoff time set by the Debentureholder’s financial institution. This can be several days in advance of the Redemption Date and is not controlled by the Company.

As of the date hereof, there was $74,106,000 ($1,000 per Debenture) aggregate principal amount of Debentures issued and outstanding. Accordingly, on the Redemption Date, subject to compliance with the Trust Indenture, the holder of each Debenture (unless converted prior to the Redemption Date in accordance with the terms of the Trust Indenture) will receive a total payment of $1,008.86111 (the “Redemption Price”), comprised of a principal repayment of $1,000.00 and all accrued and unpaid interest thereon from the interest payment date of December 31, 2024 of $8.86111 until the Redemption Date. All interest on the Debentures shall cease from and after the Redemption Date.

The Company intends to pay the Redemption Price in cash. Subject to regulatory approval, the Company intends to have the Debentures de-listed from the Toronto Stock Exchange following their redemption.

About the Company

NACG is one of Canada and Australia’s largest providers of heavy construction and mining services. For more than 70 years, NACG has provided services to the mining, resource, and infrastructure construction markets. For more information about North American Construction Group Ltd., visit www.nacg.ca.

For further information contact:

Jason Veenstra, CPA, CA
Chief Financial Officer
North American Construction Group Ltd.
(780) 948-2009
jveenstra@nacg.ca
www.nacg.ca

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