ESI Energy Services Inc. is pleased to announce that it completed on July 16, 2018 its previously announced private placement of 6,666,667 common shares of ESI to an investment partnership managed by Yorktown Partners LLC, at an issue price per share of CAD $1.50 to raise aggregate gross proceeds of CAD $10 million. That permitted ESI to make, also on July 16, 2018, a required CAD $10 million payment to Battery Mineral Resources Limited ("BMR") under an early stage Process Facility and Cobalt Supply Agreement dated May 17, 2018 for BMR's cobalt-focused mineral exploration claims located in Ontario. The agreement with BMR was described in further detail in ESI's May 22, 2018 news release.
Yorktown Energy Partners XI, L.P. ("Yorktown XI") acquired all 6,666,667 of the ESI common shares issued in the private placement. Yorktown XI is a Delaware limited partnership managed by Yorktown Partners LLC ("Yorktown"), a New York based asset management firm dedicated to making private equity investments in the energy sector. Yorktown XI, together with Yorktown Energy Partners IV, L.P. and Yorktown Energy Partners VI, L.P. (collectively, the "Yorktown Funds"), are joint actors under Canadian securities laws. The head office of the Yorktown Funds is located at 410 Park Avenue, 19th Floor, New York, New York 10022. Ownership and control by the Yorktown Funds of ESI common shares has now increased from 39,420,548 common shares of ESI (87.6%) to 46,087,215 common shares of ESI (89.2%).
The ESI common shares were acquired for investment purposes. The Yorktown Funds may acquire additional ESI common shares or dispose of ESI common shares presently held by them, from time to time in one or more transactions, in their discretion, based on market conditions and other factors that they deem relevant. No assurances can be made as to the timing of any purchase or sale by the Yorktown Funds of ESI common shares, separately or together, or that any such transaction will occur at all.
Under ESI's agreement with BMR, ESI must raise a minimum of CAD $50 million through an offering of common shares of ESI (or such other type of financing as may be consented to by BMR) by the later of December 31, 2018 and four months after the closing of an initial public offering by BMR. Failure by ESI to raise the CAD $50 million would entitle BMR to terminate the agreement and to receive a CAD $20 million termination fee from ESI. ESI has separately received assurances that CAD $50 million will be available.
Source: ESI Energy Services Inc.
Date: Jul 18, 2018