Atlas Engineered Products Completes Acquisition of Clinton Truss Located in Southern Ontario

February 21, 2018

Vancouver, British Columbia. ATLAS ENGINEERED PRODUCTS

LTD. (the “Company”) (TSX-V: AEP), a leading supplier of trusses and engineered wood products, is pleased to announce that it has completed its acquisition of Clinton Roof Truss Ltd. (“Clinton”). During its fiscal year ended December 31, 2017 Clinton achieved EBITDA* of $674,180 on sales of $3,565,798. The $2.6 million purchase price paid for the Clinton included working capital of approximately $700,000 as well as land and buildings having an appraised value of $790,000. The real estate purchase includes 31,000 square feet of plant, warehouse and office space on a 5-acre site strategically located to provide access to the growing Southwestern Ontario communities west of Mississauga, including Hamilton and London.

Guy Champagne, President of Atlas, commented, “We are extremely pleased with our acquisition of Clinton Roof Truss. Not only does it represent a significant financial benefit to us and our shareholders, but it also provides Atlas with a strategic foothold in an important new market for the Company. We are honoured to welcome Clinton’s dedicated employees to participate in the Atlas growth story and are thankful that the company’s former owners have chosen Atlas to preserve and continue their legacy.”

Acquisition of Clinton

The terms of the acquisition were amended from those set out in the previously announced binding letter of intent such that, on closing, the Company paid the full purchase price for Clinton of $2,600,000 in cash. No shares were issued as part of the acquisition, and no deferred amounts are payable. A total of $1.76 million of the purchase price was provided under a non-revolving term loan advanced by a major Canadian chartered bank, with interest at a rate of prime plus 2.5% on $1.2 million of the funds advanced, and at a rate of prime plus 1.0% on the remaining $560,000. The loans are secured by a general security interest granted by the Company, with a guarantee given by Clinton along with a mortgage on the Clinton site. The balance of the purchase price was paid out of the Company’s existing funds. The general manager of Clinton will continue in that role to ensure continuity of operations.

About Atlas Engineered Products Ltd.

Atlas Engineered Products is one of British Columbia’s leading suppliers of trusses and engineered wood products. The company was formed over 18 years ago and operates manufacturing and distribution facilities in British Columbia and Southern Ontario to meet the needs of residential and commercial builders. Atlas Engineered Products has expert design and engineering teams, a multiple-shift state-of-the-art truss manufacturing operation, and large inventories of engineered beam and flooring components. Atlas Engineered Products aims to grow its base of business across Canada by pursuing an aggressive acquisition and consolidation strategy, and will continue to bring its construction industry partners unparalleled excellence in service, product, and support.

For further information please contact:

Atlas Engineered Products Ltd.
Guy Champagne, President
Phone: 1-250-754-1400
Email: [email protected]
2005 Boxwood Rd.
Nanaimo, BC V9S 5X9

For investor relations please contact:

Rob Gamley
Phone: 1-604-689-7422
Email: [email protected]
Contact Financial Corp.
810 – 609 Granville St.
Vancouver, BC V7Y 1G5

EBITDA is a measure not recognized under IFRS. However, management of Atlas believes that most shareholders, creditors, other stakeholders and investment analysts prefer to have these measures included as reported measures of operating performance, a proxy for cash flow, and to facilitate valuation analysis. EBITDA is defined as earnings before interest income, interest expense, taxes, depreciation and amortization. Management believes EBITDA is a useful measure that facilitates period-to-period operating comparisons. EBITDA does not have any standardized meanings prescribed by IFRS and therefore may not be comparable to similar measures presented by other issuers. Readers are cautioned that EBITDA is not an alternative to measures determined in accordance with IFRS and should not, on its own, be construed as indicators of performance, cash flow or profitability. Readers are further cautioned that the financial results of Clinton for the year ended December 31, 2017 were prepared by management. Clinton’s financial statements for the year ended December 31, 2017 have not been audited or reviewed by an independent auditor.

Forward Looking Information

Information set forth in this news release contains forward-looking statements. These statements reflect management’s current estimates, beliefs, intentions and expectations; they are not guarantees of future performance. The Company cautions that all forward looking statements are inherently uncertain and that actual performance may be affected by a number of material factors, many of which are beyond the Company’s control. Such factors include, among other things: risks and uncertainties relating to the Company including those to be described in the Filing Statement filed by the Company on Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward looking information. Except as required under applicable securities legislation, the Company undertakes no obligation to publicly update or revise forward-looking information.