Sale is for CDN $ 7.347 Million
CALGARY, AB and SCOTTSDALE, AZ, July 18, 2013 /CNW/ - Ridgeline Energy Services Inc. ("Ridgeline" or the "Company") (TSXV: RLE, OTCQX: RGDEF, FSE: RL7) a technology driven company operating in the waste water industry announces the execution of an Definitive Purchase Agreement ("DA") to
sell both of its Canadian Environmental Services and Greenfill business
divisions to Ridgeline Canada, Inc. of Calgary.
Ridgeline is pleased to announce subject to approval of the TSXV the
execution of the DA to sell ("Sale") all of its Canadian Environmental
("Consulting") and GreenFill soils treatment ("GreenFill") business
divisions to Ridgeline Canada, Inc. (RCI) of Calgary. The DA includes
both operating divisions based in Canada. The divisions known as
Ridgeline Environment and Ridgeline GreenFill will be operated as a
private company. Ridgeline Canada, Inc. will also become the exclusive
representative for waste water treatment in Canada for the oil and gas
In summary, the terms of the transaction are as follows; 1) A $
1,000,000.00 initial payment was made to the company today; 2) An
additional $ 1,000,000.00 will be paid in additional earnest monies no
later than August 9th; 3) $2,500,000 in a debt instrument at 6% interest and 4) The immediate
assumption by RCI of $ 2,846,739.00 in vendor and overhead debt by RCI.
The terms of the agreement also afford RCI the option of paying a total
of $ 4,000,000.00 in cash prior to Closing and earn a discount of $
500,000.00 on the purchase price.
The sale of the Consulting and GreenFill will also signal the change of
the name of Ridgeline Energy Services, Inc. and Ridgeline Energy
Services (USA), Inc. to RDX Technologies Corporation on August 1st, 2013.
Dennis M. Danzik CEO stated "The sale of Consulting and GreenFill marks
a bittersweet moment in the long history of Ridgeline. The legacy
environmental Consulting business will continue to thrive and grow,
with many of the current management staying with the both the
Consulting and GreenFill divisions. We wish Ridgeline Canada all the
best in the future. As our exclusive representatives for waste water
treatment for the oil and gas industry, we will be working closely with
the RCI team to continue growth in waste water opportunities as they
The Company expects to close the transaction by August 31, 2013 or
earlier subject to required regulatory approvals. During time between
now and closing RCI is operating the Canadian operations effective
since July 1, 2013 with all revenues, liabilities and expenses being
assumed by RCI.
The Ridgeline and GreenFill names and trade names will transfer with the
Sale of the divisions. The Company had a name change approved at its
last Annual General Meeting and will become RDX Technologies
Corporation on August 1st, 2013.
About Ridgeline Energy Services Inc.
Ridgeline Energy Services Inc. is a technology driven water treatment company. The Company trades on
the TSX Venture Exchange under the symbol "RLE" and the OTCQX as
"RGDEF". Also traded on the FSE (Frankfurt) as "RL7". Additional
information is available on the Company's website at: www.ridgelinecanada.com.
ON BEHALF OF THE BOARD OF DIRECTORS
Dennis M Danzik
Dennis M Danzik
Director and Chief Executive Officer
"Neither TSX Venture Exchange nor its Regulation Services Provider (as
that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this news
release. This news release may contain forward-looking statements.
Forward-looking statements address future events and conditions and
therefore, involve inherent risks and uncertainties. Actual results may
differ materially from those currently anticipated in such statements. Such information is subject to known and unknown risks, uncertainties
and other factors that could influence actual results or events and
cause actual results or events to differ materially from those stated,
anticipated or implied in the forward-looking information. Readers are
cautioned not to place undue reliance on forward-looking information,
as no assurances can be given as to future results, levels of activity
SOURCE: Ridgeline Energy Services Inc.
For further information:
Dennis M Danzik at Ridgeline Energy Services Inc.
Chief Executive Officer
email@example.com (Calgary and Scottsdale)
David Waldman at Crescendo Communications
(212) 671-1021 (New York)