/NOT FOR RELEASE IN THE UNITED STATES OR DISSEMINATION OF UNITED STATES NEWS WIRE SERVICES/
ST. ALBERT, AB, Dec. 5, 2013 /CNW/ - Enterprise Group, Inc. ("Enterprise," or the "Company") (TSX:E) is pleased to announce that in connection with its previously announced overnight marketed public offering (the "Offering") of subscription receipts of the Company ("Subscription Receipts"), it has entered into an underwriting agreement with a syndicate of underwriters led by Canaccord Genuity Corp. and including GMP Securities L.P., M Partners Inc. and PI Financial Corp. (the "Underwriters") to sell 20,835,000 Subscription Receipts at a price of $0.72 per Subscription Receipt for aggregate gross proceeds of approximately $15 million.
The proceeds of the Offering will be used by the Company to fund the previously announced acquisition of Hart Oilfield Rentals Ltd., a private oilfield services provider (the "Acquisition") and will be held in escrow pending the completion of the Acquisition. If all outstanding conditions to the completion of the Acquisition (other than payment of the purchase price) are met, the net proceeds from the sale of the Subscription Receipts will be released to Enterprise to finance, in part, the purchase price of the Acquisition, and each Subscription Receipt will be exchanged for one common share of the Company ("Common Share") and one half of a Common Share purchase warrant of Enterprise ("Warrant") for no additional consideration. Each whole Warrant will entitle the holder to purchase one Common Share at a price of $1.00 per share for a period of 2 years following the closing of the Offering.
In addition, the Company will issue to the Underwriters that number of non-transferable Common Share purchase warrants ("Broker Warrants") equal to 6% of the total number of Subscription Receipts issued pursuant to the Offering. Each Broker Warrant will entitle the holder thereof to acquire one Common Share at an exercise price of $1.00 per share for a period of two years following the completion of the Offering.
The Subscription Receipts will be offered for distribution in all provinces of Canada, except Quebec, by short form prospectus. The Subscription Receipts may also be placed privately in the United States with certain qualified institutional buyers in transactions in accordance with Rule 144A under the United States Securities Act of 1933.
The Offering is expected to close on or before December 23, 2013, subject to customary conditions and all regulatory approvals including the approval of the Toronto Stock Exchange and of applicable securities regulatory authorities.
The securities being offered have not, nor will they be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States absent U.S. registration or an applicable exemption from such registration requirements. This release does not constitute an offer for sale or the solicitation of an offer to buy securities in the United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Enterprise Group, Inc.
Enterprise Group, Inc. is a consolidator of construction services companies operating in the energy, utility and transportation infrastructure industries. The Company's focus is primarily construction services and specialized equipment rental. The Company's strategy is to acquire complementary service companies in Western Canada, consolidating capital, management and human resources to support continued growth. Enterprise became a Western Canadian leader in flameless heat technology in September 2012 with its acquisition of Artic Therm International Ltd. and became a technological leader in underground infrastructure construction by the closing of Calgary Tunnelling & Horizontal Augering Ltd. In June 2013.
Forward Looking Information
Certain statements contained in this news release constitute forward-looking information. These statements relate to future events or the Company's future performance. The use of any of the words "could", "expect", "believe", "will", "projected", "estimated" and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on the Company's current belief or assumptions as to the outcome and timing of such future events. In particular, forward-looking statements contained in this press release include, but are not limited to: the expected approvals for, and the closing of, the Offering and the expected closing of the Acquisition. These forward-looking statements are based on assumptions and are subject to numerous risks and uncertainties, certain of which are beyond the Company's control, including the impact of general economic conditions, the satisfaction of the conditions precedent to the Acquisition, the satisfaction of the escrow release conditions pursuant to the Offering, industry conditions, volatility of commodity prices, competition, stock market volatility and the ability to access sufficient capital. Actual future results may differ materially. The Company's annual information form for the year ended December 31, 2012 and other documents filed with securities regulatory authorities (accessible through the SEDAR website www.sedar.com) describe the risks, material assumptions and other factors that could influence actual results and which are incorporated herein by reference. The Company disclaims any intention or obligation to publicly update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as may be expressly required by applicable securities laws.
SOURCE: Enterprise Group, Inc.
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