CALGARY, ALBERTA-Total Energy Services Inc. (TSX:TOT) (“Total Energy”) announced today that 35,641,916 common shares (“Savanna Common Shares”) of Savanna Energy Services Corp. (“Savanna”) were validly tendered (and not withdrawn) under its offer (the “Offer”) to purchase outstanding Savanna Common Shares after the expiration of the initial deposit period for the Offer (at 11:59 p.m. (Pacific Time) on March 24, 2017) and prior to the expiration of the first extension of the Offer (at 12:00 p.m. (Pacific Time) on April 7, 2017). Those recently deposited Savanna Common Shares represent approximately 30.1% of the total number of outstanding Savanna Common Shares.
Total Energy has taken-up the 35,641,916 additional Savanna Common Shares deposited under the Offer (the “Subsequent Take-Up”). In accordance with the terms of the Offer, Total Energy has provided Computershare Investor Services Inc. (the “Depositary”) with 4,633,449 common shares of Total Energy (the “Total Common Shares”), representing the share consideration payable by Total Energy for the additional Savanna Common Shares taken up by it today. The cash portion of the consideration payable by Total Energy is expected to be provided to the Depository on April 10, 2017, so as to enable the Depository to promptly effect settlement with the Savanna shareholders whose Savanna Common Shares were taken up by Total Energy today.
Total Energy previously acquired 60,952,797 Savanna Common Shares under the Offer, representing approximately 51.6% of the total number of outstanding Savanna Common Shares, and, after giving effect to the Subsequent Take-Up, has now taken-up an aggregate of 96,594,713 Savanna Common Shares, representing 81.7% of the total number of outstanding Savanna Common Shares. In addition, Total Energy has acquired an aggregate of 1,355,000 Savanna Common Shares in market transactions since the commencement of the Offer.
Non-Canadian Savanna shareholders who reside in certain U.S. states1or in Puerto Rico and who are not “exempt institutional investors” under the laws of their jurisdiction of residence (“Non-Exempt Shareholders”) may not receive Total Common Shares as partial consideration for the Savanna Common Shares tendered by them to the Offer. Arrangements have been made for the Depositary, as agent for the Non-Exempt Shareholders, to sell, or cause to be sold (through a broker in Canada and on the Toronto Stock Exchange) the Total Common Shares that would otherwise be issuable to such Non-Exempt Shareholders. After completion of those sales, the Depositary will distribute the aggregate net proceeds of sale, after expenses, commissions and applicable withholding taxes, pro rata, among the Non-Exempt Shareholders. Any sales of Total Common Shares on behalf of Non-Exempt Shareholders will be completed as soon as practicable after the date on which Total Energy pays for the Savanna Common Shares of the Non-Exempt Shareholders under the Offer and will be done in a manner intended to maximize consideration to be received from the sale of Total Common Shares and to minimize any adverse impact of the sale on the market for the Total Common Shares.
(1) Alabama, Alaska, Arizona, Arkansas, California, Colorado, Connecticut, Delaware, the District of Columbia, Florida, Illinois, Kentucky, Louisiana, Maryland, Massachusetts, Montana, Nebraska, Nevada, New Jersey, North Carolina, Ohio, Oregon, Pennsylvania, Rhode Island, Tennessee, Texas, Utah, Virginia, Washington, West Virginia or Wyoming.
Total Energy also announced that it has extended the period for the tender of additional Savanna Common Shares under its Offer to 12:00 p.m. on April 27, 2017. Total Energy provided notice of the extension to the Depositary effective 12:00 p.m. (Pacific Time) on Friday, April 7, 2017.
Source: Total Energy Services Inc.