/NOT FOR RELEASE IN THE UNITED
STATES OR DISSEMINATION OF UNITED
STATES NEWS WIRE SERVICES/
ST. ALBERT, AB,
Dec. 20, 2013 /CNW/ - Enterprise
Group, Inc. ("Enterprise," or the "Company") (TSX:E) is pleased to
announce that it has closed its previously announced overnight
marketed public offering (the "Offering") of subscription receipts
of the Company ("Subscription Receipts") at a price of $0.72 per Subscription Receipt for aggregate
gross proceeds of $15,001,200.
The Offering was completed through a syndicate of underwriters led
by Canaccord Genuity Corp. and including GMP Securities L.P., M
Partners Inc. and PI Financial Corp.
Each Subscription Receipt entitles the holder to
receive, without payment of any additional consideration, one
common share of the Company ("Common Share") and one-half of one
Common Share purchase warrant of the Company ("Warrant") upon the
Company being in position to close the Acquisition (defined
below). Each whole Warrant will entitle the holder thereof to
purchase one Common Share at a price of $1.00 for a period of 24 months following closing
of the Offering.
In addition, the Company has issued 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 $0.80 per
share for a period of 24 months following closing of the
Offering.
As previously announced, Enterprise has entered
into an agreement (the "Acquisition Agreement") to acquire Hart
Oilfield Rentals Ltd. ("Hart"), a private oilfield service
provider, for a purchase price of $22.6
million (the "Acquisition"). The purchase price will be
satisfied through a combination of $1.0
million of Common Shares and $21.6
million in cash to be funded through the aggregate net
proceeds from the Offering, the Company's credit facility and cash
on hand.
The Acquisition is expected to close
January 3, 2014, subject to customary
conditions and all regulatory approvals, including the approval of
the Toronto Stock Exchange.
The aggregate gross proceeds from the Offering
have been placed in escrow, pending the Company being in a position
to close the Acquisition.
The Subscription Receipts have not been, 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 press release does not
constitute an offer for sale or the solicitation of an offer to buy
Subscription Receipts 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: (i) with
respect to the timing and completion of the Acquisition, the
satisfaction or waiver of all applicable conditions to closing the
Acquisition; and (ii) with respect to the release from escrow of
the proceeds from the Offering and the use of proceeds of the
Offering, the satisfaction of the escrow release conditions.
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, amendments to the Company's
credit facility becoming effective, 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.