CALGARY, ALBERTA–(Marketwired – Jan. 23, 2017) – Trican Well Service Ltd. (TSX:TCW) (“Trican“) is pleased to announce that it has sold the share consideration received in connection with the previously completed transaction with National Oilwell Varco, Inc. (“NOV“) for the sale of Trican’s Completion Tools business. Trican will realize net proceeds of USD$21.4 million. In addition, Trican and NOV have finalized the adjustment to the purchase price, which resulted in a working capital adjustment of CAD$7.2 million payable to Trican.
Keane Group, Inc. (NYSE:FRAC) (“Keane“) announced on January 20, 2017, the pricing of its initial public offering of 26,760,000 shares of its common stock at a public offering price of USD$19.00 per share. Of this offering, 15,700,000 shares are being offered by Keane and 11,060,000 shares are being offered by the selling stockholder group, which includes Trican. The selling stockholder group also granted the underwriters a 30-day over-allotment option to purchase up to an additional 4,014,000 shares of Keane’s common stock, which was exercised in full on January 20, 2017. Based on the pricing of USD$19.00 per share of the Keane public offering, Trican’s net proceeds from the secondary offering and exercise of the over-allotment option is expected to be USD$28.4 million.
The selling stock holder group retains 72,354,019 shares of common stock of Keane, including Trican’s ownership interest therein. Trican, as well as all other officers, directors and holders of substantially all common stock of Keane on the date of the offering have entered into lock-up agreements with the underwriters providing that we and they will not, subject to certain exceptions, dispose of or hedge any shares of our common stock or securities convertible into or exchangeable for shares of common stock during the period from the date of this offering continuing through the date that is 180 days after the date of offering unless extended pursuant to the terms of the lock-up agreements.
The total expected proceeds from these transactions are approximately CAD$73.5 million based on closing Canadian dollar / US dollar exchange rate on January 20, 2017. Trican intends to utilize the net cash proceeds from these transactions to reduce its outstanding debt.
Cautionary Statements Regarding Forward-Looking Information
This news release contains “forward-looking information” within the meaning of applicable securities laws. Forward-looking information is frequently characterized by words such as “intend”, “estimate” and “estimated”, “expect”, “continue” and other similar words, or statements that certain events or conditions “may” or “will” occur. The forward-looking information in this news release relates, but is not limited to, statements with respect to the expected net proceeds of the disposition by Trican of its equity interest in NOV and Keane, as well as the expected use thereof.
The forward-looking information set out in this news release, is based on certain expectations and assumptions regarding, among other things, the absence of further changes and further economic conditions which may adversely affect Trican.
Forward-looking information is subject to known and unknown risks and uncertainties and other factors which may cause actual results, events and achievements to differ materially from those expressed or implied in such forward-looking information. Actual results could differ materially from those described in this press release as a result of the risk factors set forth under the section entitled “Risks Factors” in our Annual Information Form dated March 29, 2016 and under the section entitled “Business Risks” in our management’s discussion and analysis for the year ended December 31, 2015 (“Annual MD&A”). Readers are also referred to the risk factors and assumptions described in other documents filed by Trican from time to time with securities regulatory authorities.
Trican undertakes no obligation to update forward-looking information if circumstances or management’s estimates or opinions should change except as required by law. The reader is cautioned not to place undue reliance on forward looking information.
Headquartered in Calgary, Alberta, Trican provides a comprehensive array of specialized products, equipment and services that are used during the exploration and development of oil and gas reserves.
Please visit our website at www.tricanwellservice.com
President & Chief Executive Officer
Senior Vice President, Finance & CFO
Trican Well Service Ltd.
2900, 645 – 7th Avenue S.W.
Calgary, Alberta T2P 4G8
(403) 237-7716 (FAX)