Enseco Energy Services Corp. ("Enseco" or the "Company") (TSX
VENTURE:ENS) is pleased to announce that the previously announced
consolidation (the "Consolidation") of the Company's issued and
outstanding common shares, on the basis of ten (10)
pre-consolidated shares for one (1) post-consolidated share, as
more particularly described in the Company's information circular -
proxy statement dated April 4, 2011, will be effective as of the
opening of trading on October 20, 2011. The Consolidation was
approved by the Company's shareholders on May 9, 2011 and has been
accepted by the TSX Venture Exchange. Enseco will not be changing
its name in conjunction with the Consolidation and the Company's
shares will continue to trade under the symbol "ENS" on a
post-consolidation basis under the new CUSIP 29358F707/ISIN
CA29358F7074.
Enseco believes that the Consolidation will benefit the Company
on a go forward basis by: (i) generating greater investor interest,
(ii) increasing liquidity for shareholders, and (iii) enabling the
Company to be better able to respond to the demands of the capital
markets. The Company currently has 196,519,433 common shares
outstanding, which after giving effect to the proposed
consolidation, would result in the Company having approximately
19,651,987 (after giving effect to rounding for fractional
entitlements) common shares outstanding.
Letters of transmittal with respect to the Consolidation will be
mailed to all registered shareholders on or about October 20, 2011.
All registered shareholders of the Company will be required to send
their certificates representing their pre-Consolidation common
shares with a properly executed letter of transmittal to the
Company's transfer agent, Olympia Trust Company ("Olympia") in
Calgary, Alberta (Corporate Actions, Suite 2300, 125 - 9th Avenue
S.E., Calgary, Alberta, T2G 0P6. Additional copies of the letter of
transmittal can be obtained through Olympia at the above-noted
address or Toll Free 1-888-353-3138 or by email to
corporateactions@olympiatrust.com. All shareholders who duly
complete letters of transmittal and submit their pre-Consolidation
common share certificates through Olympia will receive
post-Consolidation common share certificates. No certificates
representing fractional post-Consolidation common shares will be
issued pursuant to the Consolidation. All fractional shares
resulting from the Consolidation will be rounded up to the nearest
whole number and no cash consideration will be paid in respect of
fractional shares.
Operational Update
Enseco has recently focused its business into horizontal oil
plays by divesting of its non-core business lines and expanding its
Directional Drilling and Production Testing Frac Flowback business
units in Western Canada, North Dakota and the USA Rocky Mountain
regions. High demand for its services in these areas have the
Company well placed for continued growth and profitability.
Enseco is pleased to announce it has experienced new milestones
in revenues and EBITDAS throughout the quarter. US revenues have
increased by over 60% to approximately $6.4 million from the same
quarterly period in the prior year of $4.0 million.
Enseco experienced record revenues in August and then again in
September averaging $8.0 million in each month, an increase of 50%
over the same months in the prior year which averaged $5.3 million
in revenue.
Additionally, improved performance in MWD operations have
significantly reduced the downtime for tools and the need for MWD
rental kits. Operational efficiency between February 2011 and
September 2011 has improved over 80%.
Option Grants and Correction of September 29, 2011 Press
Release
The Company would like to issue a correction to the press
release dated September 29, 2011. The stock option grant announced
in that press release was premature and no stock options were
granted at that time.
Enseco announces that its Board of Directors has approved the
grant of an aggregate of 690,000 stock options (on a
post-Consolidation basis) to various officers, employees and
consultants of the Company. The options will have an exercise price
equal to the closing market price, on a post-Consolidation basis,
of the Company's common shares on October 19, 2011, being the
closing market price, on a post-Consolidation basis, of the common
shares immediately prior to the Consolidation. The options will
vest at the rate of one third per year commencing on the grant date
and will expire five years thereafter. Executive officers of the
Company will receive an aggregate of 140,000 (on a
post-Consolidation basis) of the options granted.
ABOUT ENSECO ENERGY SERVICES CORP.
Enseco is a premier supplier of directional drilling and
production testing services operating throughout the Western
Canadian Sedimentary Basin and select markets in the United States,
with operations in the Bakken, Cardium, Viking, Montney and Green
River resource plays as well as a corporate and sales office
located in Calgary. Enseco is led by an experienced management team
with a focus on continued value creation through accretive
acquisitions and organic growth.
Lane Roberts, President and CEO
Blair Layton, CFO
FORWARD-LOOKING STATEMENTS
Certain information and statements contained in this press
release constitute forward-looking information, including, but not
limited to statements concerning: the benefits of the
Consolidation, the effective date thereof, the grant of the Options
and the exercise price therefor. Although management of the Company
believes that the expectations reflected in such forward looking
statements are reasonable, it can give no assurance that such
expectations will prove to have been correct. Accordingly, readers
should not place undue reliance upon any of the forward-looking
information set out in this press release. Readers should review
the cautionary statement respecting forward-looking information
that appears below. All of the forward looking statements of the
Company contained in this press release are expressly qualified, in
their entirety, by this cautionary statement.
Forward-looking statements are based upon the opinions,
expectations and estimates of management as at the date the
statements are made and are subject to a variety of risks and
uncertainties and other factors that could cause actual events or
outcomes to differ materially from those anticipated or implied by
such forward-looking statements. These factors include, but are not
limited to, such things as a failure to obtain required regulatory
approvals, fluctuations in prevailing commodity prices or currency
and interest rates, the competitive environment to which the
various business divisions are, or may be, exposed in all aspects
of their business, the ability of the Company's various business
divisions to access equipment (including parts) and new
technologies and to maintain relationships with key suppliers,
inherent risks associated with the conduct of the businesses in
which the Company's business divisions operate. The various risks
to which Enseco is exposed are described in additional detail in
the Company's Annual Information Form under the heading "Risk
Factors" which is available on SEDAR at www.sedar.com.
With respect to forward-looking statements contained in this
press release, Enseco has made assumptions regarding commodity
prices and royalty regimes, availability of skilled labour, timing
and amount of capital expenditures, future foreign exchange rates,
interest rates, the impact of increasing competition, conditions in
general economic and financial markets, effects of regulation by
governmental agencies, and future operating costs.
Management has included the above summary of assumptions and
risks related to forward-looking information provided in this press
release in order to provide shareholders with a more complete
perspective on Enseco's future operations and such information may
not be appropriate for other purposes. Enseco's actual results,
performance or achievement could differ materially from those
expressed in, or implied by, these forward-looking statements and,
accordingly, no assurance can be given that any of the events
anticipated by the forward-looking statements will transpire or
occur, or if any of them do so, what benefits that the Enseco will
derive there from. Readers are cautioned that the foregoing lists
of factors are not exhaustive. These forward-looking statements are
made as of the date of in this press release and Enseco disclaims
any obligation to update publicly any forward-looking statements,
whether as a result of new information, future events or results or
otherwise, other than as required by applicable securities
laws.
Non-IFRS Measure
EBITDAS means earnings before interest, taxes, depreciation and
amortization, and stock-based compensation and is equal to earnings
before income taxes from continuing operations plus interest on
debt, other charges and interest expense, depreciation and
amortization, stock-based compensation, unrealized foreign exchange
loss, and loss on sale of equipment. EBITDAS is in not a recognized
measure under IFRS. Management believes that in addition to net
losses, EBITDAS is a useful supplemental measure as it provides an
indication of the results generated by the Company's primary
business activities prior to consideration of how those activities
are financed, amortized or how the results are taxed in various
jurisdictions as well as the cash generated by the Company's
primary business activities. Readers should be cautioned, however,
that EBITDAS should not be construed as an alternative to net
losses determined in accordance with IFRS as an indicator of
Enseco's performance. Enseco's method of calculating EBITDAS may
differ from other organizations and, accordingly, EBITDAS may not
be comparable to measures used by other organizations
Neither the TSX Venture Exchange nor its Regulation Service
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Contacts: Enseco Energy Services Corp. 1-866-806-0088
403-806-0084 (FAX)www.enseco.com