HALIFAX, NS, May 19, 2022 /CNW/ – G2S2 Capital Inc. (“G2S2”) announces today that it has acquired ownership of, and control over, 491,275,878 common shares (“Common Shares”) of Western Energy Services Corp. (“Western”) pursuant to the completion on May 18, 2022 of an offering (the “Rights Offering”) of rights (“Rights”) to purchase additional Common Shares by Western to its shareholders. Each Right entitled G2S2 to purchase 21.4488803374 Common Shares at a price (the “Subscription Price”) of $0.016 per Common Share until 5:00 p.m. (Toronto time) on May 13, 2022 (the “Basic Subscription Privilege”).
Pursuant to the Rights Offering, G2S2 exercised its Basic Subscription Privilege in full for all of the 22,904,500 Rights issued to G2S2 and thereby acquired beneficial ownership of, and control over, 491,275,878 Common Shares at the Subscription Price for an aggregate subscription price of $7,860,414.05. In addition, G2S2 subscribed for Common Shares pursuant to the additional subscription privilege (the “Additional Subscription Privilege”) described in Western’s final short form prospectus dated April 11, 2022. The number of Common Shares acquired by G2S2 under the Rights Offering reported herein is an estimate subject to change, as the number of Common Shares issuable under the Additional Subscription Privilege is subject to pro-rationing. G2S2 will file an amended early warning report upon confirmation of final share numbers once confirmed.
In connection with the Rights Offering, G2S2 and its wholly-owned subsidiary, Armco Alberta Inc. (“Armco”), MATCO Investments Ltd. (“MATCO”) and Ronald P. Mathison previously entered into a standby purchase agreement with Western, whereby G2S2 and such parties had agreed to exercise in full their Basic Subscription Privilege and, in the case of each of G2S2, Armco and MATCO, agreed to purchase any Common Shares not subscribed for by other eligible shareholders under the Rights Offering (the “Standby Commitment”). As the Rights Offering was fully subscribed, Western did not utilize the Standby Commitment and G2S2 did not acquire any Common Shares pursuant to the Standby Commitment.
Immediately prior to the completion of the Rights Offering, G2S2 beneficially owned and controlled 22,904,500 Common Shares, representing approximately 25.0% of then issued and outstanding Common Shares. Immediately following the completion of the Rights Offering, G2S2 beneficially owns and controls an aggregate of 514,180,378 Common Shares, representing approximately 12.7% of the 4,060,660,960 issued and outstanding Common Shares.
The Common Shares were acquired by G2S2 for investment purposes. G2S2 may, from time to time, depending on market and other conditions, increase or decrease its beneficial ownership, control or direction over Rights, Common Shares or other securities of Western through market transactions, private agreements, or otherwise.
In accordance with National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, G2S2 will file an early warning report regarding this transaction on the System for Electronic Document Analysis and Review (SEDAR) at www.sedar.com under Western’s issuer profile. Western’s head office is located at 1700, 215 – 9th Avenue S.W. Calgary, Alberta T2P 1K3.
About G2S2
G2S2 Capital Inc. is a privately held investment holding company focused on creating value across a variety of businesses with a long term horizon. G2S2 is incorporated under the laws of Canada. G2S2 is controlled by George & Simé Armoyan.
SOURCE G2S2 Capital Inc.
For further information: For further information or to obtain a copy of the early warning report, please contact George Armoyan, Executive Chairman of G2S2 at 514-333-8800, extension 1925.