No Offer or Solicitation
This communication relates to a proposed merger and related transactions (the Transactions) between Franks International N.V.
(Franks) and
Expro Group Holdings International Limited (Expro). This communication is for informational purposes only and
does not constitute an offer to sell
or the solicitation of an offer to buy any securities or a solicitation of any vote or approval, in any jurisdiction,
pursuant to the Transactions or otherwise, nor shall there be any sale, issuance, exchange or transfer of the securities referred to in this document in any jurisdiction in contravention of applicable law. No offer of securities shall be made except
by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Important Additional Information
In connection with the Transactions, Franks has filed a registration statement on Form S-4 (the
Registration Statement) with the U.S. Securities and Exchange Commission (the SEC), which includes a preliminary proxy statement/prospectus of Franks. In addition, Franks intends to file other relevant materials
with the SEC regarding the Transactions. After the Registration Statement has been declared effective by the SEC, a definitive proxy statement/prospectus will be mailed to the shareholders of the Franks and Expro. SHAREHOLDERS OF FRANKS
AND EXPRO ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND OTHER DOCUMENTS RELATING TO THE TRANSACTIONS THAT WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE TRANSACTIONS. Such shareholders will be able to obtain free copies of the proxy statement/prospectus and other documents containing important information about Franks and Expro once
such documents are filed with the SEC through the website maintained by the SEC at http://www.sec.gov. Additional information is available on the Franks website, www.franksinternational.com.
Participants in the Solicitation
Franks and its
directors and executive officers may be deemed to be participants in the solicitation of proxies from the shareholders of Franks in connection with the Transactions. Expro and its officers and directors may also be deemed participants in such
solicitation.
Information regarding Franks directors and executive officers is contained in the preliminary proxy statement/prospectus, the proxy
statement for Franks 2020 Annual Meeting of Shareholders, which was filed with the SEC on April 28, 2020, Franks Annual Report on Form 10-K for the year ended December 31, 2020, which was filed
with the SEC on March 1, 2021, and certain of its Current Reports on Form 8-K. You can obtain a free copy of these documents at the SECs website at http://www.sec.gov or by accessing Franks website at http://www.franksinternational.com.
Other information regarding persons who may be deemed participants in the proxy solicitation and a description of their direct and indirect interests, by
security holdings or otherwise, are contained in the Registration Statement and the preliminary proxy statement/prospectus and will be contained in amendments thereto, as well as other relevant materials to be filed with the SEC when they become
available.
Forward-Looking Statements and Cautionary Statements
The foregoing contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. All statements, other than statements of historical fact, included in this communication that address activities, events or developments that Expro or Franks expects, believes or anticipates will or may occur
in the future are forward-looking statements. Words such as estimate, project, predict, believe, expect, anticipate, potential, create,
intend, could, may, foresee, plan, will, guidance, look, outlook, goal, future, assume,
forecast, build, focus, work, continue or the negative of such terms or other variations thereof and words and terms of similar substance that convey the uncertainty of future events or
outcomes identify the forward-looking statements, although not all forward-looking statements contain such identifying words. Without limiting the generality of the foregoing, forward-looking statements contained in this press release specifically
include, but are not limited to, statements, estimates and projections regarding the Transactions, pro forma descriptions of the combined company, anticipated or expected revenues, EBITDA, synergies or cost-savings, operations, integration and
transition plans, opportunities and anticipated future performance. These statements are based on certain assumptions made by Franks and Expro based on managements experience, expectations and perception of historical trends, current
conditions, anticipated future developments and other factors believed to be appropriate. Forward-looking statements are not guarantees of performance.