CALGARY, ALBERTA -- (Marketwired) -- 06/19/17 -- Total Energy Services Inc. ("Total" or the "Company") (TSX: TOT) announced today that it has agreed to terms on $225 million of revolving credit facilities (collectively, the "Credit Facility") with a syndicate of lenders led by HSBC Bank Canada. The Credit Facility is expected to become effective on June 20, 2017, at which time it will replace the Company's existing $65 million credit facility and the $150 million credit facility previously established by Savanna Energy Services Corp. ("Savanna"). The Credit Facility will have a term to maturity of three years and, subject to certain terms and conditions including the agreement of existing lenders to increase their commitments, Total may elect to increase amounts available to it under the Credit Facility, at any time during the term, by up to $75 million (to a maximum borrowing of $300 million).
Total negotiated and is establishing the Credit Facility to enable it to address various obligations of Savanna incurred prior to the Company's acquisition of outstanding Savanna common shares under the Total takeover bid that expired in April 2017. Total plans to complete a subsequent acquisition transaction involving Savanna following a special meeting of Savanna shareholders scheduled for June 20, 2017, which is expected to result in all of the outstanding common shares of Savanna (as amalgamated in connection with the subsequent acquisition transaction) being owned by Total. In addition to supporting Total's consolidated business financing requirements going forward, the Company intends to utilize the Credit Facility to fund: (i) the repayment by Savanna of $104.5 million owing to Alberta Investment Management Corp., plus accrued and unpaid interest; and (ii) the purchase by Savanna of any 7% senior unsecured notes (the "7% Notes") tendered to Savanna's change-of-control offer made to the holders of outstanding 7% Notes on April 24, 2017 (the "Purchase Offer"). Savanna has entered into an agreement with Phillips, Hager & North Investment Management ("PH&N"), which holds $60 million aggregate principal amount of 7% Notes, in which PH&N agreed that it will not tender the 7% Notes held by it to the Purchase Offer; as a result, the maximum principal amount of 7% Notes to be repurchased by Savanna under the Purchase Offer is not expected to exceed $47.1 million.
Total is a growth oriented energy services corporation involved in contract drilling services, rentals and transportation services and the fabrication, sale, rental and servicing of natural gas compression and process equipment. The common shares of Total are listed and trade on the TSX under the symbol "TOT".
The Toronto Stock Exchange has neither approved nor disapproved of the information contained herein.
Forward-Looking Information Cautionary Statement
This news release contains certain forward-looking information (referred to herein as "forward-looking statements"). Forward-looking statements are often, but not always, identified by the use of words such as "anticipate", "believe", "plan", "scheduled", "intend", "objective", "continuous", "ongoing", "estimate", "expect", "may", "will", "project", "should", or similar words suggesting future events, circumstances or outcomes. In particular, this news release contains forward-looking information concerning: (i) the proposed subsequent acquisition transaction involving Savanna; (ii) the effective date of the Credit Facility; (iii) the availability of credit under the Credit Facility and the use of the Credit Facility to fund outstanding obligations of Savanna; and (iv) the estimated maximum principal amount of 7% Notes to be repurchased by Savanna under the Purchase Offer. Forward-looking statements are based upon the opinions and expectations of management of Total as at the effective date of such statements and, in some cases, information supplied by third parties. Although Total believes the expectations reflected in such forward-looking statements are based upon reasonable assumptions and that information received from third parties is reliable, it can give no assurance that those expectations will prove to have been correct. Forward-looking statements are subject to certain risks and uncertainties that could cause actual events or outcomes to differ materially from those anticipated or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, such things as changes in general economic and credit market conditions in Canada, the United States and elsewhere, the volatility of prices for oil and natural gas and other commodities, fluctuations in currency and interest rates, availability of financial resources or third-party financing, defaults by counterparties under commercial arrangements to which Total (or any of its respective affiliates) is a party, new laws and regulations (domestic and foreign), failure to complete a subsequent acquisition transaction with Savanna in the manner contemplated by the parties or at all, the principal amount of 7% Notes tended to the Purchase Offer exceeding Total's expectations, and other risks and uncertainties as described in Total's filings made with Canadian securities regulators and available at www.sedar.com. Forward-looking statements concerning the effective date of the Credit Facility and the use of the Credit Facility to fund outstanding obligations of Savanna are based upon various assumptions and factors, including the terms of the escrow arrangements providing for the release and delivery of definitive documentation governing the Credit Facility and the assumption that there will be no material adverse changes affecting Total or Savanna prior to the anticipated effective date of the Credit Facility.
Having regard to the various risk factors, readers should not place undue reliance upon the forward-looking statements contained in this news release and such forward-looking statements should not be interpreted or regarded as guarantees of future outcomes.
Total Energy Services Inc.
Vice President, Finance & CFO