Merger of Equals Establishing an Industry-Leading, Diversified Oilfield Services Provider June 17, 2019 Company Presentation March 2019 0
Disclosures (cont.) Important Additional Information Regarding the Merger of Equals Will Be Filed With the SEC In connection with the proposed transaction, Keane intends to file with the SEC a registration statement on Form S-4 that will…
Transformative Merger of Equals Highly strategic combination of complementary oilfield service companies Combined Profile Merger Overview Keane and C&J have entered into a definitive Increased Scale with High- agreement to combine in…
Merger Summary All-stock merger of equals 1.6149 shares of Keane common stock issued per outstanding share of C&J common stock Transaction Share exchange expected to be tax-free Structure Agreement permits cash dividend of 1.00 per…
Transaction Rationale Combination results in enhanced scale, value and financial position Scale & Diversity Across Services & Geographies: Creates large, diversified 1 well completions and production services company, with strong…
Significant Scale in the U.S. 1 Creating a leading provider of multi-basin completions & production services in the U.S. Ability to serve Improved efficiencies Ability to leverage customers with via increased basin existing technology…
Broader Basin Reach & Service Diversity 1 Greater scale and scope with meaningful position in the most active U.S. basins Revenue by Basin1 % of total revenue 4.2 billion Adjusted EBITDA1,2 636 million 43% 6% 8% 21% 86%…
Significant Value from Synergies 2 Driving value creation via 100mm of non-market dependent cost synergies SG&A Efficiency in support structure Overhead consolidation Economies of scale Supply SG&AChain 100mm Proppant, chemicals…
Significant Expansion of Financial Scale 2 Unrivaled scale enhances financial and operational flexibility 4,226 Revenue1 (LTM, mm) 1.9x larger than the next peer 2,195 2,180 2,115 2,046 1,866 1,619 1,298 Pro-Forma Pro-Forma…
Strong Financial Position 3 Delivers stability and enhanced flexibility to invest in business innovation Cash1 As of March 31, 2019 106mm Data in million Keane C&J Pro-Forma Cash1 84 89 106 Net Debt1 255mm Senior Secured Term…
Complementary Cultures & Platforms 4 Like-minded approach to strategy, customers and shareholder value Customer Centric Culture Safety Employees Asset Quality We share an unwavering We recognize that our We rigorously maintain…
High-Quality Portfolio of Frac Assets 4 Shared approach to maintenance; perpetual cycle to keep assets fresh Safe and Reliable Leading Operational Strong Focus on Reducing Operations Execution Non-Productive Time Highly-utilized…
Portfolio of Blue-Chip Customers 4 Highly complementary customer base with limited overlap Partnerships with high-quality customers Focused on delivering top-tier safety, efficiency and execution Combined scale enables…
Combined History of Successful M&A 4 Shared track record of M&A selection, execution and integration Focused on Proven Ability to Committed to Disciplined Capital Expansion, Successfully Shareholder Value Allocation Approach…
Shared Commitment to R&D 5 Rich portfolio of proprietary technology spanning surface, downhole and digital Examples of Our Combined Technologies o AirRide Bouyancy Additive o DustProof Air Quality Enhancer o GameChanger Gun System…
Poised for Continued Innovation & Returns 5 Leading, high-quality asset base 2.3mm HHP + Full suite of non-frac services Constant evaluation of Technology Generating attractive product line performance investment drives cash…
Merger of Equals: C&J and Keane 1 Scale & Diversity Across Services & Geographies 2 Significant Synergies & Value Creation + 3 Strong Financial Position 4 Complementary Cultures & Operating Philosophy 5 Positioned for…
Keane Investor Contacts C&J Investor Contacts Greg Powell Marc Silverberg Jan Kees JK van Gaalen Daniel Jenkins President & CFO Managing Director (ICR) Chief Financial Officer VP Investor Relations investorskeanegrp.com…