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CALGARY, June 11, 2014 /CNW/ - High Arctic Energy Services Inc. (TSX: HWO) ("High Arctic" or the "Corporation") is pleased to announce that it has closed its previously announced offering (the "Offering") of 5,051,000 subscription receipts (the "Subscription Receipts") at a price of $4.95 per Subscription Receipt. A syndicate led by National Bank Financial Inc. and including PI Financial Corp., AltaCorp Capital Inc. and Lightyear Capital Inc. (collectively, the "Underwriters") acted as underwriters for the Offering.
Each Subscription Receipt represents the right to acquire, without payment of additional consideration or further action, one common share of High Arctic ("Common Share") upon closing of the previously announced acquisition of two heli-portable drilling rigs and associated ancillary equipment (the "Acquisition"). The Acquisition is expected to be completed on or about June 30, 2014 and is subject to customary closing conditions.
The gross proceeds from the sale of the Subscription Receipts have been placed in escrow ("Escrowed Proceeds") pending closing of the Acquisition. If the Acquisition closes on or before August 15, 2014, the Escrowed Proceeds will be released to High Arctic to fund the purchase price for the Acquisition and each Subscription Receipt will be exchanged for one Common Share.
The holders of Subscription Receipts become entitled to receive an amount per Subscription Receipt equal to the amount per Common Share of any cash dividends for which record dates have occurred during the period from the date hereof to the date immediately preceding the date the underlying Common Shares are issued pursuant to the Subscription Receipts. If holders of Subscription Receipts become entitled to receive Common Shares, the escrow agent and High Arctic will pay this dividend equivalent payment, if any, to holders on the later of the date the Common Shares are issued pursuant to the Subscription Receipts and the date such dividend is paid to holders of Common Shares.
If the Acquisition does not occur on or before August 15, 2014, the Escrowed Proceeds will be reimbursed pro rata to the holders of Subscription Receipts at the full subscription price, together with such holder's pro rata portion of the interest earned thereon.
It is anticipated that the Subscription Receipts will be listed and posted for trading on the Toronto Stock Exchange under the symbol HWO.R at the open of markets today.
Certain statements contained in this news release constitute forward-looking information. These statements relate to future events or the Corporation'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 Corporation'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 closing of the Acquisition, the anticipated use of the Escrowed Proceeds and the exchange of Subscription Receipts for Common Shares. These forward-looking statements are based on assumptions and are subject to numerous risks and uncertainties, certain of which are beyond the Corporation'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 Corporation's annual information form for the year ended December 31, 2013 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 Corporation 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.
About High Arctic
The Corporation is a provider of specialized oilfield equipment and services for drilling, completion and work over operations. Based in Alberta, High Arctic has operations throughout Western Canada and in Papua New Guinea. The Corporation's most recent investor presentation can be found at www.haes.ca.
SOURCE: High Arctic Energy Services Inc.
For further information: Ken Olson, Chief Financial Officer, Phone: 403 580 7836 ext 103, Email: [email protected]