BUHLER INDUSTRIES ANNOUNCES COMPLETION OF AMALGAMATION

BUHLER INDUSTRIES ANNOUNCES COMPLETION OF AMALGAMATION

(TSX: BUI)

WINNIPEG, MB, March 28, 2025 /CNW/ - Buhler Industries Inc. (the "Company") is pleased to announce that it has completed the amalgamation (the "Amalgamation") of the Company with a wholly-owned subsidiary ("Newco") of ASKO Sinai ve Teknoloji Üretim Sanayi Ticaret Anonim Şirketi ("ASKO") pursuant to the amalgamation agreement (the "Amalgamation Agreement") dated February 11, 2025 between the Company, ASKO and Newco to form the amalgamated corporation which will continue under the name "Buhler Industries Inc." ("Amalco").

The Amalgamation was approved by the holders of the Company's Class A common shares ("Common Shares") at a special meeting (the "Meeting") held today, by an affirmative vote of approximately [99.99]% of the votes cast in respect thereof by shareholders present in person or by proxy at the Meeting.

Pursuant to the Amalgamation: (i) each Common Share owned by public shareholders other than Newco was converted into one redeemable preferred share of Amalco (an "Amalco Redeemable Preferred Share") and each Amalco Redeemable Preferred Share was then redeemed by Amalco for $7.30 in cash immediately following completion of the Amalgamation; (ii) the Common Shares held by Newco were cancelled without payment of capital; and (iii) ASKO received one common share in the capital of Amalco for each common share it held in the capital of Newco.

Amalco has applied to de-list the Common Shares from the Toronto Stock Exchange (the "TSX") and it is expected that Amalco will be de-listed from the TSX effective as of the close of business on or about March 31, 2025. Amalco has concurrently made an application to the applicable securities regulatory authorities for an order that it will no longer be a reporting issuer under applicable Canadian securities laws.

The Amalgamation is more fully described in the management information circular of the Company dated February 27, 2025 which is available on the Company's SEDAR+ profile at www.sedarplus.ca. See also the news release issued by the Company on February 12, 2025 regarding the signing of the Amalgamation Agreement.

About Buhler Industries Inc.

The Company is headquartered in Winnipeg, Manitoba, Canada and is a publicly traded company on the TSX (TSX: BUI). The Company manufactures and distributes its product through several brand names including Versatile and Farm King. The Versatile line of equipment consists of tractors and tillage. Farm King supplies augers, mowers, bale carriers, snowblowers, and compact implements. The Company has manufacturing facilities and warehouses in both Canada and the United States.

The Company has been an integral part of the agricultural landscape for nearly a century, with a legacy dating back almost 100 years. Serving as a cornerstone of the Canadian economy, the Company takes pride in employing over 800 Canadians and making a significant impact in the Province of Manitoba, with manufacturing facilities in both Winnipeg and Morden. The Company also has manufacturing facilities and warehouses in the United States. The Company's head office is located at 1260 Clarence Ave., Winnipeg, Manitoba, Canada R3T 1T2.

Forward-looking statements:

Certain statements made above contain forward-looking statements concerning the business of the Company and the Amalgamation. Forward-looking statements represent the Company's intentions, plans, expectations and beliefs, and are not guarantees of future performance. Such forward-looking statements represent the Company's current views based on information as at the date of this report. They involve risks, uncertainties and assumptions and the Company's actual results could differ, which in some cases may be material, from those anticipated in these forward-looking statements.

All statements, other than statements of historical fact, included herein, including those related to, without limitation, the intention of the Company to delist the Common Shares from the TSX and to make an application to cease to be a reporting issuer, the terms and conditions of the Amalgamation, statements concerning the value of the Common Shares and applicable regulatory approvals required with respect to the Amalgamation are forward-looking statements.

Important factors that could cause actual results to differ materially from the Company's expectations include, without limitation, that the conditions to completion of the Amalgamation will not be satisfied, including receipt of applicable regulatory approvals; fluctuations in commodity prices and currency exchange rates; the satisfaction of various conditions to financing and funding; changes in governmental regulations; changes in Canadian and foreign income tax rates, income tax laws and regulations and other risks and uncertainties disclosed in the Company's Annual Information Form for the year ended December 31, 2023, which is available on SEDAR+ at  sedarplus.ca. The Company is under no obligation to update forward-looking statements if circumstances or management's opinions should change, except as required by applicable securities laws.

Forward-looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or results, and will not necessarily be accurate indicators of whether or not such results will be achieved. Accordingly, the reader is cautioned not to place undue reliance on forward-looking statements. Unless otherwise required by applicable securities law, the Company disclaims any intention or obligation to publicly update or revise this information, whether as a result of new information, future events or otherwise. The Company cautions investors not to place undue reliance upon forward-looking statements.

SOURCE Buhler Industries Inc.