Trican (TCW.TO) is pleased to announce that it has entered into a definitive agreement with RN Assets LLC (the “Purchaser”), a subsidiary of Rosneft Oil Company (“Rosneft”), for the sale of Trican’s Russian pressure pumping business to the Purchaser. The transaction involves the sale of all shares of Trican Well Service LLC, an indirect wholly-owned subsidiary of Trican that holds the Russian pressure pumping business. The agreed purchase price for the disposition is US $140 million, or CDN $181.6 million at the August 13, 2015 exchange rate of .7708, with customary working capital and net debt adjustments to be determined. Trican intends to apply the net proceeds from this transaction to reduce its outstanding debt.
As announced on May 12, 2015, Trican has been in negotiations for the sale of its Russia and Kazakhstan pressure pumping businesses since receiving an unsolicited offer earlier in the year. Trican and the Purchaser have now entered into definitive agreements for the sale of the Russian business and the purchaser has obtained approval of the Russia Federal Antimonopoly Service for the transaction. Closing of the transaction is scheduled for August 20, 2015 and is subject to certain conditions precedent and the preparation and delivery of customary closing documentation.
Pursuant to the terms agreed, Trican will provide certain transitional services following closing of the transaction on terms that are customary for transactions of this nature. Trican will continue to offer its Completion Solutions products and services in Russia following the closing of the transaction, as such business will be retained by Trican.
Trican and Rosneft are also continuing to negotiate for the sale of Trican’s Kazakhstan pressure pumping business. If the parties reach agreement on the terms of the sale of the Kazakhstan business, Trican expects that such sale would close in the fourth quarter of 2015. There is no guarantee that the parties will be able to agree on terms regarding the sale of the Kazakhstan business or complete the transaction on the terms agreed. Further, such transaction would be subject to approval by the Kazakhstan Antimonopoly Body, and final corporate approvals by Trican and the Purchaser.
The sale of the Russia pressure pumping business and potential sale of the Kazakhstan pressure pumping business further Trican’s current strategy to focus on improving the profitability of our North American business during the current industry downturn and strengthening the North American regions on a go forward basis. Trican has recently terminated its operations in Australia and suspended its operations in Colombia and Saudi Arabia. Following the closing of the Russia and, if agreement is reached, Kazakhstan, transactions, as currently contemplated, Trican will continue to operate in Canada, the United States and Norway.
Morgan Stanley Canada Limited acted as financial advisors to Trican in this transaction.