PHX Energy Services Corp. enters into bought deal financing
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CALGARY, Sept. 27, 2013 /CNW/ - PHX Energy Services Corp. (TSX - PHX) ("PHX Energy" or the "Company") is pleased to announce that it has entered into a bought-deal financing with a syndicate of underwriters led by Peters & Co. Limited and including RBC Capital Markets, Scotia Capital Inc., Cormark Securities Inc. and FirstEnergy Capital Corp. PHX Energy will issue 2,600,000 common shares ("Common Shares") at a price of $10.40 per Common Share for gross proceeds of approximately $27 million. The Underwriters have been granted an option to purchase up to an additional 15% of the Common Shares issued under this brokered offering at a price of $10.40 per Common Share to cover over-allotments exercisable in whole or in part at any time until 30 days after the closing. In conjunction with the offering, certain officers, directors, employees of PHX Energy and their associates intend to participate by purchasing up to 500,000 Common Shares at a price of $10.40 per Common Share on a private placement basis for additional gross proceeds to the Company of up to $5.2 million.
The bought deal offering will be completed by way of short form prospectus in all of the provinces of Canada other than Quebec and on a private placement basis in the United States pursuant to exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended, (the "U.S. Securities Act"). The offerings are subject to customary conditions including receipt of applicable regulatory approvals and are expected to close on or about October 18, 2013.
The net proceeds of the offerings will be used to temporarily reduce indebtedness, which will then be available to be redrawn and applied to fund the Company's ongoing capital expenditure program and for general corporate purposes. In light of strong equipment utilization levels, the Company has expanded its 2013 capital program from $30.4 million to $45.0 million.
The securities offered have not been, and will not be, registered under the U.S. 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 an available exemption from the registration requirement of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About PHX Energy Services Corp.
PHX Energy's Canadian operations are conducted through Phoenix Technology Services LP. The Corporation maintains its corporate head office, research and development, Canadian sales, service and operational centres in Calgary, Alberta. In addition PHX Energy has a service facility in Estevan, Saskatchewan. PHX Energy's US operations, conducted through the Corporation's wholly-owned subsidiary, Phoenix Technology Services USA Inc. ("Phoenix USA"), is headquartered in Houston, Texas. Phoenix USA has sales and service facilities in Houston, Texas; Traverse City, Michigan; Casper, Wyoming; Denver, Colorado; Fort Worth, Texas; Midland, Texas; Buckhannon, West Virginia; Pittsburgh, Pennsylvania; and Oklahoma City, Oklahoma. Internationally, PHX Energy has sales offices and service facilities in Albania, Peru, Russia, and Colombia, and an administrative office Nicosia, Cyprus.
The common shares of PHX Energy are traded on the Toronto Stock Exchange under the symbol "PHX".
This news release contains forward-looking information that involves known and unknown risks and uncertainties, most of which are beyond PHX Energy's control, including, without limitation, those listed under "Risk Factors" and "Forward-Looking Statements" in PHX Energy's Annual Information Form and in its other filings available on SEDAR at www.sedar.com. Forward-looking information in this press release includes, but is not limited to, the anticipated use of proceeds of the offerings, their completion and the timing thereof and receipt of necessary approvals. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results, performance or achievements could vary materially from those expressed or implied by the forward-looking information. Accordingly, undue reliance should not be placed on this forward-looking information. This forward-looking information is made as of the date of this release and, other than as required by applicable securities laws, PHX Energy does not assume any obligation to update or revise it to reflect new events or circumstances. The forward looking information contained in this release is expressly qualified by this cautionary statement.
SOURCE PHX Energy Services Corp.For further information:
PHX Energy Services Corp.
President and Chief Executive Officer
Phone: (403) 543-4466
PHX Energy Services Corp.
Senior Vice President, Finance and Chief Financial Officer
Phone: (403) 543-4466
visit our website at www.phxtech.com