The Special Committee of Pure Technologies Ltd. in its acquisition by Xylem Inc. for $509 million

On January 31, 2018, Pure Technologies Ltd. ("Pure") completed a definitive arrangement agreement with Xylem Inc. ("Xylem"), whereby Xylem acquired all of the issued and outstanding shares of Pure for $9.00 per share in cash, representing a 102.7% premium to the closing share price on December 8, 2017. The total enterprise value for Pure is $509 million.

This acquisition will accelerate penetration and growth of Pure's business under Xylem's ownership.

The Board of Directors of Pure, having received a unanimous recommendation from a special committee comprised solely of independent directors (the "Special Committee"), unanimously approved the transaction and recommended that Pure shareholders vote in favour of the transaction.

Pure is an international asset management, technology and services company which has developed patented technologies for inspection, monitoring and management of critical infrastructure around the world.

Xylem is a leading global water technology company committed to developing innovative technology solutions to the world's water challenges.

Osler, Hoskin & Harcourt LLP represented the Special Committee with a team consisting of Andrea Whyte and Justin Sherman (Corporate).