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Calfrac Announces Acquisition of Assets of Mission Well Services, LLC

Calfrac Announces Acquisition of Assets of Mission Well Services, LLC 
CALGARY, Sept. 6, 2013 /CNW/ - Calfrac Well Services Ltd. ("Calfrac") 
(TSX-CFW) and Mission Well Services, LLC ("Mission") are pleased to announce 
that they have entered into a definitive agreement (the "Agreement") pursuant 
to which Calfrac has agreed to acquire all of the operating assets of Mission 
(the "Assets"), a privately-held hydraulic fracturing and coiled tubing 
services provider focused in the Eagle Ford shale region of Texas (the 
"Acquisition"). Under the terms of the Agreement, Calfrac's total purchase 
price will be approximately US$147 million, which includes approximately US$7 
million of working capital associated with the ongoing operations of the 
business. 
The Acquisition will preempt a portion of Calfrac's 2014 capital expenditure 
program, which is expected to include similar equipment. The purchase price is 
approximately equal to the net book value of the Assets and represents a 
discount to replacement value. Calfrac will acquire approximately 157,500 of 
conventional pumping horsepower, along with high-rate blenders, related 
sand-handling and auxiliary equipment, three deep capacity coiled tubing units 
with related fluid and nitrogen pumping units and a modern district facility 
in San Antonio, Texas. 
As part of the Acquisition, Calfrac will gain a foothold in the Texas market 
with the addition of locations in Houston, San Antonio and Fairfield. Calfrac 
is assuming certain commitments with key suppliers of Mission and will be 
offering employment to a significant portion of Mission's employee base in 
order to continue to serve Mission's customers following the completion of the 
Acquisition. Calfrac intends to transfer a portion of the Assets to other 
active operating areas in the United States, and Calfrac's geographic 
diversification will allow it the flexibility to redeploy other assets as 
opportunities arise. 
Doug Ramsay, Chief Executive Officer of Calfrac, stated "The acquisition of 
the operating assets of Mission is consistent with Calfrac's strategy of 
disciplined expansion through attractive acquisitions at good valuation 
metrics and through organic growth opportunities. Mission provides a platform 
for Calfrac to enter the Eagle Ford shale region and to assess opportunities 
in other basins in Texas, while adding high quality fracturing and coiled 
tubing equipment to other Calfrac operating areas." 
Charlie Leykum, Chairman of Mission and Founder of CSL Capital Management, 
LLC, stated "We think the transaction is an exciting development for our team 
at Mission and it is the culmination of three years of hard work, from 
inception as a greenfield development to a thriving, multi-district pressure 
pumping company. We look forward to introducing Calfrac to our customers and 
vendors in the Eagle Ford and surrounding markets." 
Calfrac will fund the Acquisition through its existing credit facilities which 
provide ample flexibility to finance the transaction. Maintaining a strong 
balance sheet remains a core principle of Calfrac, which has enabled it to 
proactively pursue acquisition opportunities such as Mission. 
Subsequent to the Acquisition, Calfrac will have approximately 1,182,500 of 
conventional pumping horsepower, placing it among the world's largest and most 
capable fracturing companies. 
The Agreement contains customary terms and conditions for a transaction of 
this nature, including a prohibition upon Mission from participating in any 
discussion concerning any other similar transaction for the sale of the assets 
or the business of Mission. The Acquisition is expected to close in early 
October 2013. 
Peters & Co. Limited and RBC Capital Markets are acting as joint financial 
advisors to Calfrac. 
Calfrac's common shares are publicly traded on the Toronto Stock Exchange 
under the trading symbol "CFW". Calfrac provides specialized oilfield 
services to exploration and production companies designed to increase the 
production of hydrocarbons from wells drilled throughout western Canada, the 
United States, Russia, Mexico, Colombia and Argentina. 
This news release does not constitute an offer to sell or the solicitation of 
an offer to buy securities, or a solicitation of proxies, in any jurisdiction, 
including but not limited to, the United States. The common shares of Calfrac 
have not been and will not be registered under the United States Securities 
Act of 1933, as amended (the "U.S. Securities Act"), or any state securities 
laws and may not be offered or sold in the United States except in certain 
transactions exempt from the registration requirements of the U.S. Securities 
Act and applicable state securities laws. 
This press release contains forward-looking statements and forward-looking 
information within the meaning of applicable securities laws. The use of any 
of the words "expect", "anticipate", "continue", "estimate", "may", "will", 
"project", "should", "believe", "plans", "intends" and similar expressions are 
intended to identify forward-looking information or statements. More 
particularly and without limitation, this press release contains 
forward-looking statements and information concerning completion and timing of 
the Acquisition; the assessment of Calfrac following the Acquisition including 
its available pumping horsepower; strategic benefits; value creation; and the 
deployment of equipment. These forward-looking statements and information are 
based on certain key expectations and assumptions made by Calfrac. Although 
Calfrac believes that the expectations and assumptions on which such 
forward-looking statements and information are based are reasonable, undue 
reliance should not be placed on the forward-looking statements and 
information as Calfrac cannot give any assurance that they will prove to be 
correct. Since forward-looking statements and information address future 
events and conditions, by their very nature they involve inherent risks and 
uncertainties. Actual results could differ materially from those currently 
anticipated due to a number of factors and risks. These include, but are not 
limited to, prevailing economic conditions; commodity prices; sourcing, 
pricing and availability of raw materials, component parts, equipment, 
suppliers, facilities and skilled personnel; dependence on major customers; 
uncertainties in weather and temperature affecting the duration of the service 
periods and the activities that can be completed; health, safety and 
environmental risks; commodity price and exchange rate fluctuations; marketing 
and transportation; loss of markets; environmental risks; competition; 
incorrect assessment of the value of acquisitions; failure to realize the 
anticipated benefits of acquisitions; ability to access sufficient capital 
from internal and external sources; failure to obtain required regulatory and 
other approvals; and changes in legislation, including but not limited to tax 
laws, royalties and environmental regulations. Readers are cautioned that the 
foregoing list of risks and uncertainties is not exhaustive. 
There are also risks inherent in the nature of the Acquisition, including 
failure to realize anticipated synergies or cost savings; risks regarding the 
integration of the relevant operating assets; and incorrect assessments of the 
value of such operating assets. This press release also contains 
forward-looking statements and information concerning the anticipated 
completion of the Acquisition and the anticipated timing for completion of the 
Acquisition. Calfrac has included these anticipated times in reliance on 
certain assumptions that they believe are reasonable at this time, including 
assumptions as to the time required to receive regulatory and other third 
party approvals and the time necessary to satisfy the conditions to closing of 
the Acquisition. These dates may change for a number of reasons, including the 
inability to secure necessary regulatory or other third party approvals in the 
time assumed or the need for additional time to satisfy the conditions to the 
completion of the transaction. As a result of the foregoing, readers should 
not place undue reliance on the forward-looking statement and information 
concerning these times. 
Readers are cautioned that the foregoing list of factors is not exhaustive. 
Additional information on these and other risk factors that could affect 
Calfrac's operations or financial results are included in Calfrac's annual 
information form and may be accessed through the SEDAR website 
(www.sedar.com). The forward-looking statements and information contained in 
this press release are made as of the date hereof and Calfrac does not 
undertake any obligation to update publicly or revise any forward-looking 
statements or information, whether as a result of new information, future 
events or otherwise, unless so required by applicable securities laws. 
Douglas R. Ramsay Chief Executive Officer Telephone:(403) 266-6000 
Fax:(403)266-7381 
Tom J. Medvedic Senior Vice President, Corporate Development and Interim Chief 
Financial  Officer Telephone: (403) 266-6000 Fax: (403) 266-7381 
SOURCE: Calfrac Well Services Ltd. 
To view this news release in HTML formatting, please use the following URL: 
http://www.newswire.ca/en/releases/archive/September2013/06/c4884.html 
CO: Calfrac Well Services Ltd.
ST: Alberta
NI: OIL MNA  
-0- Sep/06/2013 10:00 GMT