“At Nine, our culture is alwaystop-of-mind to ensure we pick the right and best teams to partner with. Lynn and his team’s entrepreneurial mindset, innovation and approach to running a business should fit seamlessly with the rest of the Nine team,” concluded Fox.
“We are honored to join the team at Nine and see this as a great next step for Magnum’s business evolution,” said Lynn Frazier, Chief Executive Officer and founder of Magnum. “The combination of Nine and Magnum made sense as we looked for the right partner with alignment in our culture and priorities. Together, we will be able to offer superior technology and service to our customers and provide an excellent environment for our employees to develop and help grow the company.”
Total upfront transaction consideration of $493 million consists of a combination of approximately $334 million of cash, as well as 5 million shares of Nine common stock (valued at $159 million, based on a30-day value weighted average price as of 10/12/18). The terms of the purchase agreement also include the potential for additional future contingent payments. Magnum does not have any debt. The Company intends to fund the cash purchase price with the net proceeds of a notes offering announced concurrently with the announcement of this acquisition, borrowings under a new credit facility and cash on hand.
The transaction is subject to antitrust approval and other customary closing conditions. The purchase agreement contains customary representations and warranties, covenants, indemnification and termination provisions.
J.P. Morgan Securities LLC acted as exclusive financial advisor to Nine and Kirkland & Ellis LLP acted as legal counsel in the transaction. FMI acted as exclusive financial advisor to Magnum and Porter Hedges LLP acted as legal counsel in the transaction.
Conference Call Information
Nine will host a conference call to discuss the acquisition on Monday, October 15, 2018 at 8:00 a.m. Central Time (9:00 a.m. Eastern Time). The presentation slides can be accessed from the Company’s website at www.investor.nineenergyservice.com. Participants may join the live conference call by dialing U.S. (Toll Free): (877)524-8416 or International: (412)902-1028 and asking for the “Nine Energy Service Call”. Participants are encouraged to dial into the conference call ten to fifteen minutes before the scheduled start time to avoid any delays entering the conference call. For those who cannot listen to the live call, a telephonic replay of the call will be available through October 29, 2018 and may be accessed by dialing U.S. (Toll Free): (877)660-6853 or International: (201)612-7415 and entering the passcode of 13684099.
About Nine Energy Service
Nine Energy Service is an oilfield services company that offers completion and production solutions throughout North America. The Company brings years of experience with a deep commitment to serving clients with smarter, customized solutions and world-class resources that drive efficiencies. Strategically located throughout the U.S. and Canada, Nine continues to differentiate itself through superior service quality, wellsite execution and cutting-edge technology. Nine is headquartered in Houston, Texas with operating facilities in the Permian, Eagle Ford, SCOOP/STACK, Niobrara, Barnett, Bakken, Marcellus, Utica and throughout Canada.