HUNTSVILLE, Texas, Dec. 21, 2017 /PRNewswire/ -- Mitcham Industries,
Inc. (NASDAQ: MIND) ("Mitcham") and Mitsubishi Heavy Industries
("Mitsubishi") have entered into a series of agreements whereby
Mitsubishi will invest $4.0 million
in Mitcham's 9.00% Series A Cumulative Preferred Stock (the
"Preferred Stock") and Mitcham intends to use the net proceeds to
purchase certain intellectual property and related assets from the
bankruptcy estate of Hydroscience Technology, Inc.
("Hydroscience"). Mitcham's objective from this purchase is to
offer new products derived from this technology and establish a
manufacturing and repair facility for those products. Mitcham and
Mitsubishi have also entered into an agreement whereby Mitcham will
provide on-going support and maintenance services to Mitsubishi
related to marine equipment, including seismic cable systems,
previously sold by Hydroscience to Mitsubishi.
Rob Capps, Mitcham's Co-Chief
Executive Officer, stated, "We are excited to expand our
relationship with Mitsubishi in a way that broadens our technology
offerings while providing important services to Mitsubishi. These
agreements are another step in Mitcham's plan to reposition itself
as a more significant player in the marine technology industry.
This additional technology opens the door to expanded commercial
opportunities and is further progress in our stated strategy to
diversify from the oil and gas exploration industry."
Hydroscience, and its sister company, Solid Seismic LLC,
designed, manufactured and sold marine sensors and solid streamer
technology primarily for the hydrographic and seismic
industries. The companies filed for bankruptcy protection in
April 2017. The bankruptcy case is currently pending in the
Northern District of Texas, Fort
Worth Division.
Guy Malden, Mitcham's Co-Chief
Executive Officer, further commented, "Mitcham's purchase of
Hydroscience's technology is synergistic and allows for an
extension of our existing product lines of energy source
controllers and positioning systems. The solid streamer and
sensor technology that we will acquire has extensive application in
the oceanographic and hydrographic, industries, as well as
traditional seismic applications. We see clear opportunities
to integrate some of this technology into other areas such as
maritime security systems. We intend to integrate this new product
line into our wholly-owned subsidiary, Seamap Pte Ltd, and to
expand our operations in Singapore
to support the manufacturing and repair of the related
products."
Pursuant to an asset purchase agreement among Hydroscience,
Mitcham and Mitsubishi, Mitcham will acquire certain intellectual
property and related assets for $3.0
million in cash. Mitcham and Mitsubishi have also
agreed to forego distributions on claims they hold in the
Hydroscience bankruptcy proceedings.
Under the securities purchase agreement related to the
investment by Mitsubishi, Mitcham will issue 152,290 shares of the
Preferred Stock for proceeds of $3.5
million, upon the closing of the transaction and an
additional 21,756 shares for proceeds of $0.5 million upon the achievement of a specified
milestone related to Mitcham's performance of the services
contemplated by the support agreement with Mitsubishi. Mitcham has
agreed to use the proceeds from the sale of these shares to fund
the cash purchase price under the asset purchase agreement and use
the balance of the proceeds to defray the costs associated with
establishing a manufacturing and repair operation necessary to
perform the services contemplated by the support agreement with
Mitsubishi.
The asset purchase agreement and the related transactions are
subject to the approval of the bankruptcy court and other customary
closing conditions. The obligations of Mitcham and Mitsubishi
are also subject to the confirmation of Hydroscience's bankruptcy
plan, which was filed with the court on December 20, 2017.
The Preferred Stock to be sold under the securities purchase
agreement has not been registered under the Securities Act of 1933,
as amended (the "Securities Act"), or any state securities laws,
and may not be offered or sold in the
United States absent registration or an applicable exemption
from the registration requirements of the Securities Act and
applicable state securities laws. This press release shall not
constitute an offer to sell or a solicitation of an offer to buy
the securities described above.
About Mitcham Industries
Mitcham Industries, Inc. provides technology to the
oceanographic, hydrographic, defense, seismic and security
industries. Headquartered in Huntsville, Texas, Mitcham has a global
presence with operating locations in the
United States, Canada,
Australia, Singapore, Russia, Hungary, Colombia and the United Kingdom. Mitcham's worldwide Equipment
Manufacturing and Sales Segment, which includes its Seamap and
Klein Marine Systems units, designs, manufactures and sells
specialized, high performance, marine sonar and seismic equipment.
Through its Leasing Segment, Mitcham believes it is the largest
independent provider of exploration equipment to the seismic
industry.
Forward-Looking Statements
This press release may contain forward-looking statements within
the meaning of the federal securities laws. Mitcham believes that
its expectations and forecasts are based on reasonable assumptions.
No assurance, however, can be given that such expectations and
forecasts will prove to have been correct. A number of factors
could cause actual results to differ materially from the
expectations, anticipated timing or other forward-looking
information expressed in this press release. You should read our
filings with the U.S. Securities and Exchange Commission, including
our Annual Report on Form 10-K for the year ended January 31, 2017, and our most recent Quarterly
Reports and Current Reports for a more extensive list of factors
that could affect results, which are available on Mitcham's
Investor Relations website at www.mitchamindustries.com or on the
SEC's website at www.sec.gov.
Contacts:
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Rob Capps,
Co-CEO
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|
Mitcham Industries,
Inc.
|
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936-291-2277
|
|
|
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Jack Lascar / Mark
Roberson
|
|
Dennard Lascar
Investor Relations
|
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713-529-6600
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SOURCE Mitcham Industries, Inc.