OMERS Private Equity Agrees to Sell United States Infrastructure Corporation to Leonard Green & Partners, L.P.

NEW YORK, NEW YORK--(Marketwired - June 24, 2013) - OMERS Private Equity ("OPE"), the private equity arm of OMERS, has agreed to sell United States Infrastructure Corporation (together with its affiliates, "USIC" or the "Company") to Los Angeles-based private equity firm Leonard Green & Partners, L.P. ("Leonard Green").

USIC is the leading North American provider of outsourced utility locating services with operations in 31 states and a small presence in Canada. OMERS Private Equity acquired USIC in 2010, and supported its acquisition of Consolidated Utility Services in 2011, a transaction combining two best-in-class service providers that expanded the company's geographic reach. USIC also strengthened its position within the North American locating industry completing two smaller tuck-under acquisitions during OPE's ownership. Through these acquisitions and a recovery in construction activity in key US markets, USIC's revenue has grown over 65% during OPE's ownership.

Michael Graham, Senior Managing Director and Country Head US, for OPE said "We are extremely proud of our affiliation with Mike Stayton, CEO of USIC, and his talented management team as we have worked together to create a true industry leader. OPE's investment in USIC is a great example of our approach to working with strong management teams through a period of transformative growth to build industry leading platforms to generate strong returns. This is an excellent validation of the success of our direct investment program. We wish Mike and his team continued success."

Mike Stayton, CEO of USIC, commented "This transaction marks an exciting new chapter for the Company. USIC has grown significantly in the past three years, and is now poised to take advantage of new growth opportunities with USIC's outstanding customers. We appreciate the support and partnership OMERS Private Equity offered throughout the life of their investment and look forward to continuing to grow USIC with our new partner, Leonard Green."

"USIC is the leader in the utility locating industry with strong brand equity, a proven business model and significant opportunities for growth," said Timothy J. Flynn, Partner at Leonard Green. "We are excited to partner with USIC's talented management team and look forward to supporting the next phase of the Company's growth."

The transaction is expected to close in the third quarter of 2013.

Harris Williams & Co. and Barclays Capital Inc. served as financial advisors, and Weil Gotshal & Manges LLP acted as legal counsel to USIC. Deutsche Bank Securities Inc. and RBC Capital Markets acted as financial advisors, and Latham & Watkins LLP acted as legal counsel to Leonard Green in connection with the transaction. Committed debt financing has been provided by Deutsche Bank Securities Inc., General Electric Capital Corporation and RBC Capital Markets. White & Case LLP acted as legal counsel to the arrangers.

About OMERS Private Equity Inc.

OMERS Private Equity ("OPE") manages the private equity activities of OMERS and has over CAD$6 billion of investments under management. The group's investment strategy includes the active ownership of businesses in North America and Europe. OPE is headquartered in Toronto, Canada, with offices in London and New York. For further information visit: www.omerspe.com.

About OMERS

OMERS is one of Canada's largest pension funds with over CAD$60 billion in net assets. It provides first-class pension administration and innovative products and services to almost 430,000 members. Approximately one in every 20 employees working in the province of Ontario is an OMERS member. Through the OMERS Worldwide brand, our team of investment professionals uses a direct drive, active management investment strategy to invest in public and private market assets, including publicly-traded equities, fixed-income, infrastructure, private equity and real estate.

For more information, please visit www.omers.com, or www.omersworldwide.com.

About Leonard Green

Leonard Green is one of the nation's preeminent private equity firms with over $15 billion of private equity capital raised since inception. Founded in 1989, the firm has invested in 67 companies with aggregate value of over $60 billion in the form of traditional buyouts, going-private transactions, recapitalizations, growth capital investments, corporate carve-outs and selective public equity and debt positions. Based in Los Angeles, California, Leonard Green invests in established companies that are leaders in their markets.

For more information, please visit www.leonardgreen.com.