/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 inthe United States or in any jurisdiction in which such offer, solicitation or sale would be unlawful.