CALGARY, March 5, 2015 /CNW/ -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Secure Energy Services Inc. ("Secure" or the "Corporation") (TSX:SES) is pleased to announce that is has amended the terms of its previously announced bought deal equity offering to increase the size of the offering from approximately CDN $140 to million to approximately CDN $180 million (the " Upsized Offering").
Under the terms of the Upsized Offering, a syndicate of underwriters co-led by Raymond James Ltd. and FirstEnergy Capital Corp. and including National Bank Financial Inc., RBC Capital Markets, TD Securities Inc., CIBC World Markets Inc., Peters & Co Limited, Scotiabank, BMO Nesbitt Burns Inc., Canaccord Genuity Corp., Paradigm Capital Inc., AltaCorp Capital Inc., and Mackie Research Capital Corporation (the "Underwriters"), pursuant to which the Underwriters have agreed to purchase, on a bought deal basis, 12,286,700 common shares (the "Common Shares") of the Corporation at a price of CDN$14.65 (the "Offering Price") per Common Share for gross proceeds of approximately CDN $180 million (the "Offering").
In addition, the Corporation has granted the Underwriters an over-allotment option, exercisable for a period of 30 days following closing of the Upsized Offering, to purchase up to 1,228,670 additional Common Shares at the Offering Price which if exercised in full would result in additional gross proceeds of approximately CDN $18 million.
The Common Shares of the Upsized Offering are offered in all provinces of Canada by way of short form prospectus and in the United States to Qualified Institutional Buyers pursuant to exemptions from the registration requirements under rule 144A of the United States Securities Act of 1933, as amended, in a manner that does not require the common shares to be registered in the United States. The Common Shares may be also sold in such other international jurisdictions as the Corporation and Underwriters may agree.
The proceeds of the Upsized Offering are expected to be used by the Corporation to fund capital expenditures, acquisitions and for general working capital and corporate purposes. Until deployed for these purposes, the proceeds of the Offering will temporarily be used to reduce the outstanding indebtedness under the Corporation's credit facility.
Closing of the Upsized Offering is anticipated to occur on or before March 24, 2015 and is subject to certain conditions, including all necessary regulatory approvals, including the approval of the Toronto Stock Exchange.
About Secure Energy Services Inc.
SECURE is a TSX publicly traded energy services company that provides safe and environmentally responsible fluids and solids solutions to the oil and gas industry.
The Corporation operates three divisions: Processing, Recovery and Disposal Division ("PRD"): The PRD division owns and operates midstream infrastructure that provides processing, storing, shipping and marketing of crude oil, oilfield waste disposal and recycling. Specifically these services are clean oil terminalling and rail transloading, custom treating of crude oil, crude oil marketing, produced and waste water disposal, oilfield waste processing, landfill disposal, and oil purchase/resale service. Secure currently operates a network of facilities throughout western Canada and in North Dakota, providing these services at its full service terminals, landfills, stand-alone water disposal facilities, and rail transloading facilities.
Drilling Services Division ("DS"): The DS division provides equipment and chemicals for building, maintaining, processing and recycling of drilling and completion fluids. The drilling fluids service line comprises the majority of the revenue for the division which includes the design and implementation of drilling fluid systems for producers drilling for oil, bitumen and natural gas. The DS division focuses on providing products and systems that are designed for more complex wells, such as medium to deep wells, horizontal wells and horizontal wells drilled into the oil sands.
On Site Division ("OS"): The operations of the OS division include environmental services which provide pre-drilling assessment planning, drilling waste management, remediation and reclamation assessment services, laboratory services, and "CleanSite" waste container services; integrated fluid solutions which include water management, recycling, pumping and storage solutions; and projects which include pipeline integrity (inspection, excavation, repair, replacement and rehabilitation); demolition and decommissioning and reclamation and remediation of former wellsites, facilities, commercial and industrial properties.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities in the United States, in any province or territory of Canada or in any other jurisdiction. The securities to be offered have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state securities laws and may not be offered or sold in the United States absent registration or absent an applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws.
Certain statements contained in this document constitute "forward-looking statements" and/or "forward-looking information" within the meaning of applicable securities laws (collectively referred to as forward-looking statements). When used in this document, the words "may", "would", "could", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect", and similar expressions, as they relate to Secure, or its management, are intended to identify forward-looking statements. Such statements reflect the current views of Secure with respect to future events and operating performance and speak only as of the date of this document. In particular, this document contains forward-looking statements pertaining to: the anticipated date of closing of the Offering, the gross proceeds of the offering and the use of proceeds from the Offering.
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 indications of whether such results will be achieved. We caution readers not to place undue reliance on these statements as a number of factors could cause actual results to differ materially from the results discussed in these forward-looking statements. Events or circumstances may cause actual results to differ materially from those predicted, as a result of numerous unknown risks, uncertainties and other factors, many of which are beyond the control of Secure. These risks include, but are not limited to, the risks identified in Secure's Annual Information Form for the year ended December 31, 2013 under the heading "Risk Factors", in Secure's Management Discussion and Analysis for the three and twelve months ended December 31, 2013 and 2012 under the heading "Business Risks" and in Secure's Management Discussion and Analysis for the three and nine months ended September 30, 2014 and 2013 under the heading "Business Risks" and also includes the risks associated with: failing to satisfy all conditions to closing the Offering; the possible failure to realize the anticipated benefits of the use of the proceeds of the Offering by the Corporation, which may differ from that described herein. The risks outlined above should not be construed as exhaustive. Although forward-looking statements contained in this document are based upon what the Corporation believes are reasonable assumptions, the Corporation cannot assure investors that actual results will be consistent with these forward-looking statements. The forward-looking statements in this document are expressly qualified by this cautionary statement. Unless otherwise required by law, Secure does not intend, or assume any obligation, to update these forward-looking statements.