(TSX: SCL.A, SCL.B)
TORONTO, June 27 /CNW/ - SHAWCOR LTD. (TSX: SCL.A, SCL.B) today announced the completion of the previously announced acquisition of all of the outstanding shares of Flexpipe Systems Inc. for a total consideration of approximately $130 million. Flexpipe Systems is a leading manufacturer of spoolable, composite line pipe which is used by oil and gas producers in applications that benefit from the product's ease and speed of installation and its pressure and corrosion resistance capabilities.
The transaction was effected by means of a court approved plan of arrangement following the approval by 100% of Flexpipe Systems' security holders represented at a special meeting held on June 26, 2008. Under the terms of the arrangement, shareholders of Flexpipe Systems will receive a cash payment of $7.75 per Flexpipe Systems share. Holders of options or warrants to acquire shares of Flexpipe Systems, which were not exercised prior to today, will receive a cash payment equal to the difference between $7.75 and the exercise price of the option or warrant.
ShawCor Ltd. is an energy service company specializing in products and services for the pipeline and pipe services and the petrochemical and industrial segments of the oil and gas industry. The company operates through seven divisions with over sixty manufacturing and service facilities located around the world.
Flexpipe Systems Inc. is based in Calgary and has sales offices and service depots in Saskatchewan, Colorado and Texas. The company manufactures and sells a proprietary, flexible, non-metallic, corrosion-resistant pipeline product marketed primarily to oil and natural gas producers in Canada and the United States.
This news release contains forward-looking information within the meaning of applicable securities laws. Words such as "may", "will", "should", anticipate", "plan", "expect", "believe", "predict", "estimate" or similar terminology are used to identify forward-looking information. This forward-looking information is based on assumptions, estimates and analysis made in the light of the company's experience and its perception of trends, current conditions and expected developments, as well as other factors that are believed by the company to be reasonable and relevant in the circumstances. Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from those predicted, expressed or implied by the forward-looking information. The risks and uncertainties include, among other things, changes in global economic activity and changes in energy supply and demand which impact on the level of drilling activity and pipeline construction; political, economic and other risks arising from international operations; compliance with environmental, trade and other laws; liability claims; fluctuations in foreign exchange rates and fluctuations in raw material prices, as well as other risks and uncertainties that are more fully described in the ShawCor Annual Information Form, annual and quarterly reports and in other reports and filings made with securities regulatory authorities and available at www.sedar.com.