Seaway Energy Services Inc. ("Seaway" or the "Company") (TSX VENTURE:SEW)
announced today that the Company has entered into a support agreement ("Support
Agreement") in respect of a management sponsored going private transaction (the
"Transaction"), pursuant which the Company proposes to redeem all of its common
shares held by the shareholders of the Company (the "Minority Shareholders"),
other than those common shares held by Jerry J. Budziak, President, Chief
Executive Officer and a director of the Company, David A. Burroughs, a director
of the Company, and Elias Foscolos, a director of the Company, and their
associates, affiliates and joint actors (two other shareholders) (collectively,
the "Majority Shareholders"), who in aggregate, control, directly or indirectly,
in aggregate approximately 40.5% of the total issued and outstanding common
shares of the Company. Upon completion of the redemption of the common shares of
the Company, the Majority Shareholders will be the only shareholders of the
Company.


Pursuant to the Transaction, Minority Shareholders will be entitled to receive a
cash payment of Cdn.$0.040 for each common share redeemed (the "Consideration").
The cash payment for each redeemed common share represents a premium of
approximately 20% over the 30-day volume weighted average trading price of the
common shares on the TSX Venture Exchange ("TSX-V") on the last trading day
prior to this announcement of the Transaction.


Upon completion of the Transaction, the Company will proceed to apply to delist
its common shares from the TSX-V and apply to cease to be a reporting issuer in
those jurisdictions in which it currently holds such status.


The board of directors of the Company (the "Board") established a special
committee comprised of Michael Windle, the sole independent director for the
purposes of the Transaction, which retained an independent financial advisor to
obtain both a formal valuation and a fairness opinion in respect of the
Transaction. Following its deliberations, including its review of the formal
valuation and the fairness opinion and the receipt of advice from independent
financial and legal advisors, the Special Committee determined that the
Transaction was in the best interest of the Company, and that the Consideration
to be received by the Minority Shareholders pursuant to the Transaction is fair,
from a financial point of view, to the Minority Shareholders, and unanimously
recommended that the Board approve the Transaction and recommend to the
shareholders that they vote in favour of a special resolution to approve an
amendment to the articles of the Company (the "Redemption Amendment") to add the
redemption feature to the attributes of the common shares (the "Redemption
Resolution").


All directors of the Company entitled to vote unanimously recommend that
shareholders of the Company vote in favour of the Redemption Resolution.


The Company has called its annual general and special meeting of shareholders to
be held on February 2, 2012 in Calgary, Alberta (the "Meeting"). In addition to
the annual general business for consideration by the shareholders at the
Meeting, shareholders entitled to vote at the Meeting are being asked to approve
the Redemption Resolution authorizing the Redemption Amendment by: (a) at least
two-thirds of the votes cast by shareholders present in person or represented by
proxy at the Meeting; and (b) for the purposes of TSX-V Policy 5.9 and
Multilateral Instrument 61-101 Protection of Minority Shareholders in Special
Transactions, a majority of the votes cast by the Minority Shareholders, present
in person or represented by proxy at the Meeting. All shareholders of record as
of December 28, 2011 (the "Record Date") will be entitled to receive notice of
and to vote at the Meeting on the basis of one vote for each common share held.
Shareholders should ensure that their proxies are submitted and received at
least 48 hours (excluding Saturdays, Sundays and holidays) before the Meeting or
the adjournment thereof at which such proxies are to be used.


The Transaction is subject to all regulatory, stock exchange and shareholder
approvals. Assuming the receipt of all necessary approvals and the satisfaction
or waiver of all relevant conditions, it is expected that the Transaction will
be completed as soon as practicable after receipt of all requisite approvals.


Full details of the Transaction, including a summary of the terms of the Support
Agreement, will be included in a management information circular expected to be
mailed to shareholders on or about January 9, 2012. Shareholders are urged to
read the management information circular carefully and in its entirety.


Forward-Looking Statements:

This news release contains forward-looking statements relating to the proposed
Transaction and the Delisting, including statements regarding the anticipated
completion time of the proposed transaction and the delisting of the Company's
common shares after completion of the transaction. Such forward-looking
statements are subject to important risks, uncertainties and assumptions. The
results or events predicted in these forward-looking statements may differ
materially from actual results or events. As a result, you are cautioned not to
place undue reliance on these forward-looking statements.


The completion of the proposed Transaction is subject to a number of terms and
conditions, including, without limitation: (i) approval of the TSX-V, (ii)
required shareholder approvals, (iii) support of certain remaining shareholders
who will not receive the Consideration, and (iv) certain termination rights
available to the parties under the Support Agreement. These approvals may not be
obtained, or the conditions of the Transaction may not be satisfied in
accordance with their terms, and/or the parties to the Support Agreement may
exercise their termination rights, in which case the proposed Transaction could
be modified, restructured or terminated, as applicable.


The forward-looking statements contained in this news release are made as of the
date of this release. Except as required by applicable law, the Company
disclaims any intention and assumes no obligation to update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise. For additional information with respect to certain of these
and other assumptions and risks, please refer to the management circular to be
filed by the Company with the applicable securities commissions, which will be
available at www.sedar.com.


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