Total Energy Services Inc. ("Total Energy") (TSX:TOT) announced today that it continues to see strong support for its offer (the "Total Offer") to purchase the outstanding common shares of Savanna Energy Services Corp. ("Savanna"), with a majority of independent Savanna shareholders supporting the Total Offer.
THE TOTAL OFFER REMAINS OPEN FOR ACCEPTANCE UNTIL 11:59 P.M. (PACIFIC TIME) ON MARCH 24, 2017 UNLESS THE TOTAL OFFER IS EXTENDED OR WITHDRAWN BY TOTAL ENERGY.
Several of the Savanna shareholders who have tendered their Savanna common shares to the Total Offer are long-term shareholders of both Savanna and Western Energy Services Corp. ("Western") that have suffered significant value erosion under the current leadership of those companies. These shareholders understand that combining two over-indebted companies with track records of shareholder value destruction will not result in a financially strong company positioned to deliver industry-leading shareholder returns.
These shareholders further appreciate that the board of directors of Savanna has consistently refused to constructively engage Total Energy, which in turn has prevented Savanna shareholders from realizing maximum value from Total Energy. The most egregious example of this obstructionist behavior was Savanna's agreement to a $15 million break fee with Western in exchange for an inferior proposal. That this proposal was inferior was made very clear by the market and confirmed when Western increased its offer just days later by adding a cash component, which it can ill afford to pay. Despite this, Savanna's board thought it appropriate to increase the break fee to $20 million. Were Total Energy to increase the Total Offer, Savanna would be required to pay this break fee to Western, which would cost Savanna shareholders approximately $0.17 per Savanna share.
Savanna and Western have also suggested that Total Energy is somehow not capable of successfully integrating and operating Savanna's business. In response, Total Energy notes the following:
Savanna shareholders are encouraged to tender to the Total Offer as soon as possible to avoid any intermediary cut off times. If Savanna shareholders have any questions regarding the Total Offer or how to tender their Savanna common shares, they should contact Laurel Hill Advisory Group ("Laurel Hill") at 1-877-452-7184 (Toll Free in North America) or 1-416-304-0211 (Collect Outside North America) or by email at email@example.com.
About Total's Offer to Savanna Shareholders
Full details of the Total Offer are contained in the offer to purchase and associated take-over bid circular, dated December 9, 2016 (the "Original Offer and Circular"), as amended, varied and supplemented (as applicable) by the notice of change and variation dated March 1, 2017 (the "Notice of Change") and the notice of variation dated March 13, 2017 (the "Notice of Variation"). All of those documents are available under Savanna's profile at www.sedar.com and on Total Energy's website at www.totalenergy.ca/savannaoffer. Securityholders of Savanna are urged to read the Original Offer and Circular, the Notice of Change, the Notice of Variation, the Letter of Transmittal that accompanied the Original Offer and Circular, the amended Letter of Transmittal that accompanied the Notice of Change and the Notice of Guaranteed Delivery for the Total Offer (collectively, the "Offer Documents") and to consider the important information set out in those documents. Copies of the Offer Documents may be obtained free of charge at www.sedar.com (under Savanna's profile) and may also be obtained free of charge upon request from the Corporate Secretary of Total Energy, at 2550, 300 - 5th Avenue S.W. Calgary, Alberta T2P 3C4, or from Laurel Hill at the numbers and email address shown above.
Advisors to Total Energy
Total Energy has engaged GMP FirstEnergy to act as its financial advisor and dealer manager. Bennett Jones LLP is acting as Canadian legal advisor and Paul, Weiss, Rifkind, Wharton & Garrison LLP is acting as United States legal advisor in connection with the Total Offer.
Laurel Hill has been retained as information agent for the Total Offer.
Computershare Investor Services Inc. ("Computershare") has been retained as the depositary for the Total Offer. Shareholders of Savanna may contact Computershare by telephone at 1-800-564-6253 (Toll free in North America), or at 1-514-982-7555 (Collect Outside of North America), or by e-mail at firstname.lastname@example.org.
About Total Energy
Total Energy is a growth oriented energy services corporation involved in contract drilling services (Chinook Drilling), rentals and transportation services (Total Oilfield Rentals) and the fabrication, sale, rental and servicing of natural gas compression (Bidell Gas Compression) and process equipment (Spectrum Process Systems).
SOURCE: Total Energy Services Inc.
The Toronto Stock Exchange has neither approved nor disapproved the information contained herein.