Precision Drilling Corporation (TSX:PD) entered into a definitive agreement to acquire CWC Energy Services Corp. from BBU Alta Investments L.P., Brookfield BBP LP, Canada Pension Plan Investment Board, directors, officers and others for approximately CAD 110 million.
The Transaction will require approval by at least 66 2/3% of holders of the CWC shares represented in person or by proxy at a special meeting of holders of CWC shares to be called to consider the Transaction and, if required, a majority of the votes cast by holders of CWC shares after excluding the votes cast by those persons whose votes may not be included under the Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions. The Transaction is expected to close before the end of 2023 and is subject to stock exchange and Alberta Court of King?s Bench approval, Competition Bureau approval, regulatory approvals and the satisfaction of other customary closing conditions. The Board of Directors of CWC has unanimously approved the Transaction and recommends that holders of CWC shares vote in favour of the special resolution approving the Transaction.
CIBC Capital Markets (?CIBC?) is acting as financial advisor to CWC. CIBC has provided a verbal opinion to CWC?s Board of Directors to the effect that, as of the date of such opinion and based upon and subject to the assumptions, limitations and qualifications to be set forth in the written opinion of CIBC, the consideration to be received by CWC shareholders under the Agreement is fair, from a financial point of view, to CWC shareholders. Burnet, Duckworth and Palmer LLP is acting as CWC?s legal advisor. Evercore is acting as financial advisor and Osler, Hoskin & Harcourt LLP is acting as legal advisor to Precision.