National Energy Services Reunited Corp. (“NESR”) (NASDAQ: NESR)
(NASDAQ: NESRW), announced today the completion of its business
combination with Gulf Energy SAOC (“GES”) and National Petroleum
Services (“NPS”) on June 6, 2018. The combined company creates an
industry-leading provider of integrated energy services and
solutions in the Middle East and North Africa (“MENA”) region.
Following the closing of the transaction, NESR’s common stock and
warrants will continue to trade on the NASDAQ Capital Market stock
exchange under the ticker “NESR” and “NESRW,” respectively.
“We are pleased to announce that National Energy
Services Reunited Corp. is now ready and eager to deliver the
highest quality of services to our esteemed customers in the MENA
region,” said Sherif Foda, Chairman of the Board and CEO of NESR.
“When we set out on this journey, we envisioned to create a truly
national services company which has its roots in the MENA region.
With the closing of these acquisitions, I believe we achieved our
objective and have set the stage for our future growth strategy.
Our key goals are to create employment opportunities, significantly
expand local manufacturing and be recognized as one of the best
service providers in the area. I would also like to thank our
shareholder base which has supported these transactions, and I look
forward to working with our great team of employees of NPS and GES
to fulfill our vision.”
The transaction was approved by the board of
directors of NESR and by shareholders at a special meeting in lieu
of an annual meeting on May 18, 2018. At $10.00 per share, NESR
will have an aggregate market capitalization following the business
combination and completion of redemptions of approximately $1.1
billion. As a result of the business combination, former GES and
NPS shareholders now collectively own a significant portion of the
combined company, representing approximately 46% of the proforma
market capitalization. Major shareholders include SCF Partners
along with Viburnum Funds, The Olayan Group, and Waha Capital
PJSC.
About National Energy Services Reunited
Corp.
NESR is a leading oil and gas services provider
in the MENA region. NESR began as a special purpose acquisition
corporation, or SPAC, focused on investing in global oil & gas
services space in May 2017. In November 2017, NESR announced the
acquisition of two of the most prominent oilfield services
companies in the MENA region: GES and NPS. These transactions were
completed in June 2018.
About SCF Partners
Founded in 1989, SCF Partners (“SCF”) provides
equity capital and strategic growth assistance to build leading
energy service and equipment companies that operate throughout the
world. The firm is headquartered in Houston, Texas and has
additional offices in Calgary, Singapore and Aberdeen. SCF
currently oversees approximately $2 billion under management and
has built more than 70 platform services companies, completing over
300 growth acquisitions, through partnerships with energy services
and equipment entrepreneurs.
About Viburnum Funds
Viburnum Funds Pty Ltd. (“Viburnum”) is an
Australian high conviction, active ownership investment manager of
public and private equities. Their private equity strategy focuses
on investments in expansion and replacement capital for mid-market
resource services firms operating in Asia and Australasia. Founded
in 2007, Viburnum is headquartered in Perth, Australia with offices
in Singapore and Melbourne.
About Olayan Group
The Olayan Group (the “Group”), a private
multinational enterprise, is an international investor and a
diverse commercial and industrial concern with operations in the
Middle East. With offices in Saudi Arabia, Europe, and the US, the
Group’s global investment team focuses on public and private
equities, real estate, fixed income securities, and other
specialized assets. The commercial side of the Group comprises more
than 40 companies and is centered in Saudi Arabia, where the Group
originated in 1947. They are engaged in distribution,
manufacturing, and services. Many of these companies operate in
partnership with leading multinational or regional firms. Some have
operations in other Gulf countries and the wider Middle East.
About Waha Capital
Waha Capital (“Waha”) is an Abu Dhabi-listed
investment company that offers shareholders and third-party
investors exposure to high-potential opportunities in diversified
asset classes. The company manages assets across several sectors,
including aircraft leasing, healthcare, financial services,
fintech, energy, infrastructure, industrial real estate and capital
markets. Through its Principal Investments unit, Waha has
established a strong investment track-record, deploying capital in
sectors that display robust demand fundamentals and that have been
prioritized by governments in the Middle East and North Africa
region. The company has also built a strong capability in managing
global and regional credit and equity portfolios, which have
enhanced the diversification and liquidity of Waha’s balance sheet.
The excellent performance of the company’s principal investments
and capital markets portfolios has laid the foundations for the
launch of an asset management business aimed at third-party
investors. Established in 1997, Waha benefits from a roster of
prominent local shareholders that includes Mubadala Development
Company, and a distinguished board, chaired by H.E. Salem Rashid Al
Noaimi.
Forward Looking Statements
This communication includes certain statements
that may constitute "forward-looking statements" for purposes of
the federal securities laws. Forward-looking statements
include, but are not limited to, statements that refer to
projections, forecasts or other characterizations of future events
or circumstances, including any underlying assumptions. The
words "anticipate," "believe," "continue," "could," "estimate,"
"expect," "intends," "may," "might," "plan," "possible,"
"potential," "predict," "project," "should," "would" and similar
expressions may identify forward-looking statements, but the
absence of these words does not mean that a statement is not
forward-looking. Forward-looking statements may include, for
example, statements about the benefits of the transaction described
in this communication; the future financial performance and capital
structure of NESR following the transaction; and changes in NESR’s
strategy, future operations, financial position, estimated revenues
and losses, projected costs, prospects, plans and objectives of
management. These forward-looking statements are based on
information available as of the date of this communication, and
current expectations, forecasts and assumptions, and involve a
number of judgments, risks and uncertainties. Accordingly,
forward-looking statements should not be relied upon as
representing NESR’s views as of any subsequent date, and NESR does
not undertake any obligation to update forward-looking statements
to reflect events or circumstances after the date they were made,
whether as a result of new information, future events or otherwise,
except as may be required under applicable securities laws.
You should not place undue reliance on these forward-looking
statements. As a result of a number of known and unknown
risks and uncertainties, NESR’s actual results or performance may
be materially different from those expressed or implied by these
forward-looking statements. Some factors that could cause
actual results to differ include NESR’s ability to maintain the
listing of its ordinary shares and warrants on the NASDAQ Capital
Market following the business combination, NESR’s ability to
recognize the anticipated benefits of the transaction, which may be
affected by, among other things, the price of oil, natural gas and
natural gas liquids, competition and the ability of NESR to grow
and manage growth profitably following the transaction; changes in
applicable laws or regulations; the possibility that NESR may be
adversely affected by other economic, business, and/or competitive
factors; and other risks and uncertainties indicated in NESR’s
public filings with the Securities and Exchange Commission.
For inquiries regarding NESR, please contact:
Dhiraj Dudeja
National Energy Services Reunited Corp.
832-925-3777
info@nesrco.com
or
Joseph Caminiti or Steve Calk
Alpha IR Group
312-445-2870
NESR@alpha-ir.com
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