ATCO Ltd. ("ATCO") announced today it has reached an agreement with Canadian
Utilities Limited ("CU") to combine ATCO Structures Inc. and ATCO Noise
Management Ltd., both wholly-owned subsidiaries of ATCO, with ATCO Frontec
Corp., a wholly-owned subsidiary of CU. Once completed, ATCO and CU will have
ownership interests of 75.5% and 24.5% respectively in a new company to be named
ATCO Structures & Logistics Ltd.


"This amalgamation will assure expanded opportunities and improved operational
efficiencies. The combination of knowledge and expertise from ATCO Structures,
ATCO Noise Management and ATCO Frontec in one new company, ATCO Structures &
Logistics, will provide customers with innovative solutions and logistics
support for facilities, catering, housing, construction and site management,"
said Nancy Southern, President and Chief Executive Officer, ATCO Ltd. "ATCO
Structures & Logistics will immediately offer rapid response for facilities and
infrastructure deployment to our customers throughout Canada, the United States
and the world."


In July 2008, the boards of ATCO and CU announced the appointment of special
committees of independent directors to evaluate a potential transaction
involving ATCO Structures and ATCO Frontec. The special committees retained
independent financial advisors and legal counsel. In completing their evaluation
of the transaction, the special committees determined that the transaction
should be completed through a combination of ATCO Structures and ATCO Frontec by
way of amalgamation. TD Securities acted as financial advisor to ATCO and has
provided the special committee with its opinion that the consideration to be
received pursuant to the transaction is fair, from a financial point of view, to
ATCO. The special committee has recommended the transaction to the board of
directors of ATCO as being in the best interests of ATCO, and the ATCO board of
directors has accepted the recommendation and approved the transaction.


ATCO and CU will enter into a shareholders' agreement to establish the
governance framework for the new company. The agreement will provide ATCO and CU
with proportionate board representation rights and certain other rights with
respect to share issuances and transfers. The transaction is subject to the
completion of documentation and receipt of all necessary approvals, including
those from lenders and third parties, and is expected to be completed on or
about July 1, 2009.


ATCO Structures manufactures, sells and leases workforce housing and modular
buildings around the world. ATCO Frontec specializes in the rapid mobilization
and delivery of site support and camp services to the resource, defence,
transportation and telecommunications sectors. ATCO Noise Management provides
acoustical consulting services and turnkey noise control for industrial
facilities, addressing environmental impact and worker exposure from noise.


ATCO Ltd., an Alberta-based worldwide organization of companies with assets of
approximately $9.8 billion and more than 7,700 employees, is comprised of three
main business divisions: Power Generation, Utilities (natural gas and
electricity transmission and distribution) and Global Enterprises (industrial
manufacturing, technology, logistics and energy services). More information
about ATCO Ltd. can be found on its website, www.atco.com.


Forward-Looking Information: 

Certain statements contained in this news release may constitute forward-looking
information. Forward-looking information is often, but not always, identified by
the use of words such as "anticipate", "plan", "estimate", "expect", "may",
"will", "intend", "should", and similar expressions. Forward-looking information
involves known and unknown risks, uncertainties and other factors that may cause
actual results or events to differ materially from those anticipated in such
forward-looking information. The Corporation believes that the expectations
reflected in the forward-looking information are reasonable, but no assurance
can be given that these expectations will prove to be correct and such
forward-looking information should not be unduly relied upon. In particular,
there can be no assurance that a transaction will be completed.


Any forward-looking information contained in this news release represents the
Corporation's expectations as of the date hereof, and is subject to change after
such date. The Corporation disclaims any intention or obligation to update or
revise any forward-looking information whether as a result of new information,
future events or otherwise, except as required by applicable securities
legislation.


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