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Calfrac Rejects Wilks Bros. Takeover Offer; Offers Up Alternative

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   |    Friday,September 25,2020

Calfrac Well Services Ltd. has rejected the hostile takeover bid put forth by the Wilks Brothers LLC, and instead offered up an amended Recapitalization Plan.

The takeover bid by Wilks Bros. was announced on September 3, 2020, amounted to C$0.18/share for all issued and outstanding Calfrac shares. This equates to just over C$26 million.

The offer was unanimously rejected by Calfrac's board of directors.

Calfrac remains in default, carrying a debt load amounting to US $431.8 million in principal, plus accrued interest. 

Lindsay R. Link, President and Chief Operating Officer of Calfrac, said: "A consensual transaction supported by our stakeholders has been a key focus for Calfrac. We believe that the amended terms deliver increased benefits to our shareholders; and that the transaction provides the best available alternative for our stakeholders. We believe that the transaction is in the best interests of the Company and our stakeholders, and that we will receive clear and strong support following the announcement of the amended terms".

New Plan Summary

Calfrac is now offering C$0.15/share. It is also offering the option for shareholders to retain shares in exchange for two warrants, which can buy shares at C$.05/share within a three-year time frame.

Details:

• each Shareholder will have the opportunity to elect for Calfrac to repurchase all or any portion of the Common Shares held by such Shareholder for $0.15 per share (on a pre-consolidation basis), subject to maximum aggregate consideration in respect of the Shareholder Cash Election of $10 million
  
  
• each Shareholder will receive two (2) common share purchase warrants for each Common Share held, with each Warrant exercisable for a period of three years into one Common Share at a price of $0.05 per Common Share or $2.50 per Common Share