High Arctic Announces TSX Venture Exchange Conditional Approval of Listing of SpinCo Shares
02 Agosto 2024 - 7:49PM
High Arctic Energy Services Inc. (TSX: HWO) ("High Arctic" or the
"Corporation") is pleased to announce that the TSX Venture Exchange
(the "TSXV") has conditionally approved the listing on the TSXV of
the common shares (“SpinCo Common Shares”) of High Arctic Overseas
Holdings Corp. (“SpinCo”), pursuant to the terms of the previously
announced reorganization of High Arctic to separate the
Corporation's North American and Papua New Guinea businesses, by
way of a court-approved plan of arrangement (the "Arrangement")
between the Corporation and SpinCo.
It is a condition of closing of the Arrangement
that the TSXV, or another acceptable stock exchange, approve the
listing of the SpinCo Common Shares. As previously announced, the
Toronto Stock Exchange (the “TSX”) has conditionally approved the
listing on the TSX of the new common shares of High Arctic ("New
High Arctic Common Shares") to be issued to Shareholders on
completion of the Arrangement.
As at the closing of the Arrangement, which is
now expected to occur on or about August 9, 2024, each High Arctic
shareholder will receive one-quarter of one (1/4) SpinCo Common
Share and one-quarter of one (1/4) New High Arctic Common Share for
each current common share of High Arctic held. The Arrangement was
approved by Shareholders, along with a distribution of $0.76 per
share to its Shareholders by way of return of capital (the “Return
of Capital”) and other matters, at the annual general and special
meeting held on June 17, 2024.
The Arrangement remains subject to the
satisfaction of closing conditions, including the final approval
from the TSX for the listing of the New High Arctic Common Shares,
and the final approval from the TSXV for the listing of the SpinCo
Common Shares.
For more information on the Arrangement and the
Return of Capital, please see the management information circular
of the Corporation dated May 9, 2024, and news releases dated May
11, 2024, May 21, 2024, May 29, 2024, June 12, 2024, June 18, 2024,
June 27, 2024, June 28, 2024 and July 31, 2024 available on the
Corporation's SEDAR+ profile at www.sedarplus.ca.
About High Arctic
High Arctic is an energy services provider. High
Arctic is a market leader in Papua New Guinea providing drilling
and specialized well completion services and supplies rental
equipment including rig matting, camps, material handling and
drilling support equipment. In western Canada, High Arctic provides
pressure control and equipment supporting the high-pressure
stimulation of oil and gas wells on a rental basis to exploration
and production companies, from its bases in Whitecourt and Red
Deer, Alberta.
For further information, please contact:
Lonn BateChief
Financial Officer1.587.318.22181.800.668.7143
High Arctic Energy Services Inc.Suite
2350, 330–5th Avenue SWCalgary, Alberta, Canada T2P 0L4website:
www.haes.caEmail: info@haes.ca
Forward-Looking Statements
This press release contains forward-looking
statements. When used in this document, the words "may", "would",
"could", "will", "intend", "plan", "anticipate", "believe", "seek",
"propose", "estimate", "expect", and similar expressions are
intended to identify forward-looking statements. Such statements
reflect the Corporation's current views with respect to future
events and are subject to certain risks, uncertainties and
assumptions. Many factors could cause the Corporation's actual
results, performance or achievements to vary from those described
in this press release. Should one or more of these risks or
uncertainties materialize, or should assumptions underlying
forward-looking statements prove incorrect, actual results may vary
materially from those described in this press release as intended,
planned, anticipated, believed, estimated or expected. Specific
forward-looking statements in this press release include, but are
not limited to, statements pertaining to the following: the
Corporation's ability to obtain final TSXV approval for the listing
of the SpinCo Common Shares, the Corporation’s ability to obtain
final approval of the TSX for the listing of the New High Arctic
Common Shares, and the closing of the Arrangement. The
Corporation's actual results could differ materially from those
anticipated in these forward-looking statements as a result of the
risk factors set forth above and elsewhere in this press release.
The forward-looking statements contained in this press release are
expressly qualified in their entirety by this cautionary statement.
These statements are given only as of the date of this press
release. The Corporation does not assume any obligation to update
these forward-looking statements to reflect new information,
subsequent events or otherwise, except as required by law.
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