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Ensign and Trinidad Announce Amalgamation Agreement and Mailing of Trinidad Meeting Materials

Ensign and Trinidad Announce Amalgamation Agreement and Mailing of Trinidad Meeting Materi...

articleEnsign Energy Services Inc.January 9, 20194/company/ensign-energy-services-inc/news/ensign-and-trinidad-announce-amalgamation-agreement-and-mailing-of-trinidad-meeting-materials
Ensign and Trinidad Announce Amalgamation Agreement and Mailing of Trinidad Meeting Materials

About this update from Ensign Energy Services Inc.

[{"type":"text","content":"\n\n\n\nEnsign and Trinidad Announce Amalgamation Agreement and Mailing of Trinidad Meeting Materials\n\n/* Style Definitions */\nspan.prnews_span\n{\nfont-size:8pt;\nfont-family:\"Arial\";\ncolor:black;\n}\na.prnews_a\n{\ncolor:blue;\n}\nli.prnews_li\n{\nfont-size:8pt;\nfont-family:\"Arial\";\ncolor:black;\n}\np.prnews_p\n{\nfont-size:0.62em;\nfont-family:\"Arial\";\ncolor:black;\nmargin:0in;\n}\n\n\n\n\n\n\n\nCanada NewsWire\nCALGARY, Jan. 9, 2019\n\n\n\nCALGARY, Jan. 9, 2019 /CNW/ - Ensign Energy Services Inc. (TSX:ESI) (\"Ensign\") and Trinidad Drilling Ltd. (TSX:TDG) (\"Trinidad\") announce today that Trinidad has entered into an amalgamation agreement (the \"Amalgamation Agreement\") with Ensign Holdings Inc. (\"Holdings\"), a wholly-owned subsidiary of Ensign, under which Trinidad will amalgamate with Holdings, with the amalgamated entity (\"Amalco\") becoming an wholly-owned subsidiary of Ensign (the \"Amalgamation\"). The Amalgamation, which is subject to the approval of the holders (the \"Trinidad Shareholders\") of common shares of Trinidad (the \"Trinidad Shares\"), will constitute the subsequent acquisition transaction proposed by Ensign in order to acquire all of the Trinidad Shares that Ensign did not acquire under its offer to purchase all of the outstanding Trinidad Shares (the \"Offer\"), which expired on December 21, 2018. Ensign acquired an aggregate of 215,831,365 Trinidad Shares under the Offer, representing approximately 78.9% of the number of issued and outstanding Trinidad Shares. Together with the 26,863,239 Trinidad Shares already owned by Ensign at the time of the Offer and the 1,500,000 Trinidad Shares acquired through ordinary course market purchases on the TSX conducted by Holdings prior to the expiry time of the Offer, Ensign holds an aggregate of 244,194,604 Trinidad Shares, representing approximately 89.3% of the issued and outstanding Trinidad Shares.\nA special meeting (the \"Meeting\") of the Trinidad Shareholders has been called for 9:00 a.m. (Calgary time) on January 31, 2019 at the offices of Ensign located at 400 – 5th Avenue S.W., Suite 1000, Calgary, Alberta to consider, and if thought advisable, pass a special resolution in relation to the Amalgamation (the \"Amalgamation Resolution\"). The Amalgamation Resolution must be passed by 66 2/3% of the votes cast by Trinidad Shar...

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