/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES/
Unless otherwise indicated all financial figures are in Canadian dollars
CALGARY, Oct. 31, 2012 /CNW/ - Gibson Energy Inc. ("Gibson"), (TSX:
GEI), is pleased to announce the completion of Gibson's previously
announced acquisition of all of the issued and outstanding common stock
of the parent holding company of OMNI Energy Services Corp. ("OMNI")
for US$445 million (the "Acquisition"). The purchase prices assumes
that, at the completion of the Acquisition, OMNI had working capital of
US$43.5 million, no debt and no cash.
OMNI is a privately held provider of environmental and production
services to the oil and gas industry and is based in Carencro,
Louisiana. OMNI has a strong competitive position in most major oil
and liquids focused areas in the United States (including, but not
limited to, the U.S. Bakken, Granite Wash, Eagle Ford, Tuscaloosa
Marine, Mississippi Lime and the Gulf of Mexico) with a significant
focus on environmental and production-related activities.
Gibson is also pleased to confirm that it will increase its quarterly
dividend rate to $0.26 per common share, representing a 4% increase
from the prior quarterly rate and resulting in a new annualized
dividend of $1.04 per common share.
The US$445 million purchase price for the Acquisition was financed, in
part, by the net proceeds of the subscription receipt offering
completed by Gibson on October 29, 2012. With the closing of the
Acquisition, Gibson confirms that the escrow release condition of the
subscription receipt agreement dated October 29, 2012 has occurred and
therefore, each outstanding subscription receipt of Gibson has been
automatically exchanged, without payment of additional consideration or
further action, for one common share of Gibson. Trading in the
subscription receipts on the Toronto Stock Exchange ("TSX") has been
halted and will remain halted until the close of business today, at
which time the subscription receipts will be de-listed from the TSX.
The common shares issued on exchange of the subscription receipts have
commenced trading on the TSX.
Neither the subscription receipts nor the common shares have been nor
will be registered under the United States Securities Act of 1933, as
amended (the "Securities Act") 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 the solicitation of an offer to buy nor shall there be any sale
of the securities in the United States or any jurisdiction in which
such offer, solicitation or sale would be unlawful.
About Gibson
Gibson is one of the largest independent midstream energy companies in
Canada and a major participant in the crude oil transportation business
in the United States, and is engaged in the movement, storage,
blending, processing, marketing and distribution of crude oil,
condensate, natural gas liquids, and refined products. Gibson
transports hydrocarbons by utilizing its integrated network of
terminals, pipelines, storage tanks, and truck fleet located throughout
western Canada and the United States. Gibson is also involved in the
processing, blending and marketing of hydrocarbons, provision of water
disposal and oilfield waste management services and is the second
largest retail propane distribution company in Canada.
Forward-Looking Statements
Certain statements contained in this press release constitute
forward-looking information and statements (collectively,
"forward-looking statements"). These statements relate to future
events or Gibson's future performance. All statements other than
statements of historical fact are forward-looking statements. The use
of any of the words ''anticipate'', ''plan'', ''contemplate'',
''continue'', ''estimate'', ''expect'', ''intend'', ''propose'',
''might'', ''may'', ''will'', ''shall'', ''project'', ''should'',
''could'', ''would'', ''believe'', ''predict'', ''forecast'',
''pursue'', ''potential'' and ''capable'' and similar expressions are
intended to identify forward-looking statements. These statements
involve known and unknown risks, uncertainties and other factors that
may cause actual results or events to differ materially from those
anticipated in such forward-looking statements. Although Gibson
believes these statements to be reasonable, no assurance can be given
that these expectations will prove to be correct and such
forward-looking statements included in this press release should not be
unduly relied upon. Gibson's actual results could differ materially
from those anticipated in these forward-looking statements as a result
of regulatory decisions, competitive factors in the industries in which
Gibson operates, prevailing economic conditions and other factors,
including those listed above, many of which are beyond the control of
Gibson. The forward-looking statements contained in this press release
represent Gibson's expectations as of the date hereof, and are subject
to change after such date. Gibson disclaims any intention or obligation
to update or revise any forward-looking statements whether as a result
of new information, future events or otherwise, except as may be
required by applicable securities regulations.
SOURCE: Gibson Energy Inc.