Student Transportation Acquired for US$1.1 Billion by a Group of Investors Led by CDPQ

Goodmans LLP represented the Special Committee and Student Transportation Inc. (“STI” or the "Company") in connection with the US$1.1 billion acquisition of Student Transportation Inc. (TSX:STB) (NASDAQ:STB) by Caisse de dépôt et placement du Québec and Ullico Inc., a labour-owned insurance and investment company, pursuant to a plan of arrangement.

Under the terms of Arrangement, all of the issued and outstanding convertible debentures of STI were paid out and all the issued and outstanding common shares and debentures of STI were acquired for cash. Each holder of STI's:

• common shares received US$7.50 in cash;
• 6.25% Convertible Unsecured Subordinated Debentures due June 30, 2019 (the "Company 2013 Debentures") received, for each C$1,000 principal amount of Company 2013 Debentures, US$909.8713 in cash; and
• 5.25% Convertible Unsecured Subordinated Debentures due September 30, 2021 (the "Company 2016 Debentures" and, together with the Company 2013 Debentures, the "Debentures") received, for each C$1,000 principal amount of Company 2016 Debentures, US$996.6910 in cash,

in each case, subject to the terms and conditions of the Arrangement.

STI is an industry leader in school transportation, safety and fleet services. They operate more than 13,500 vehicles, providing customers with the highest level of safe and reliable student transportation, management, logistics and technology solutions throughout the U.S. and Canada.

CDPQ is a long-term institutional investor that manages funds primarily for public and parapublic pension and insurance plans, holding C$298.5 billion in net assets, as at December 31, 2017.

Ullico, the only labour-owned insurance and investment company, has been a proud partner of the labour movement, keeping union families safe and secure for more than 90 years.