HALIFAX, N.S., May 19, 2022 /CNW/ – G2S2 Capital Inc. (“G2S2”) today announced that it has acquired ownership and control of 491,275,878 common shares (“Common Shares”) of Western Energy Services Corp. (“Western”) following the conclusion on May 18, 2022 an offer (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 ordinary share up to 5:00 p.m. (Toronto It’s time May 13, 2022 (the “Basic Subscription Privilege”).
Pursuant to the Rights Offering, G2S2 exercised in full its Basic Subscription Privilege for all 22,904,500 Rights issued to G2S2 and thereby acquired beneficial ownership and control of 491,275,878 Common Shares at the subscription price for one aggregate subscription price of $7,860,414.05. In addition, G2S2 has 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 pursuant to the Rights Offering set forth herein is an estimate subject to change as the number of Common Shares issuable pursuant to the Additional Subscription Privilege is subject to proportionate 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 had previously entered into a standby purchase agreement with Western, pursuant to which G2S2 and such parties had agreed to fully exercise their base subscription privilege and, in the case of G2S2, Armco and MATCO, had agreed to purchase all common shares not subscribed by other eligible shareholders under the Rights Offering (the “Guarantee Commitment”). As the Rights Offering was fully subscribed for, Western did not use 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 the then issued and outstanding Common Shares. Immediately following 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 of the rights, common stock or other securities of Western through transactions on the market, private agreements or otherwise.
Pursuant to National Instrument 62-103 – The Early Warning System and Related Issues Related to Takeover Bids and Insider Reporting, G2S2 will file an alert report regarding this transaction on the System for Electronic Document Review and Analysis (SEDAR) at www.sedar.com under Western’s issuer profile. Western’s corporate headquarters is located at 1700, 215 – 9th Avenue SW Calgary, AB T2P 1K3.
G2S2 Capital Inc. is a private investment holding company focused on creating value in a variety of businesses over the long term. G2S2 is incorporated under the laws of Canada. G2S2 is controlled by George & Simé Armoyan.
SOURCE G2S2 Capital Inc.
For further information: For more information or to obtain a copy of the early warning report, please contact George Armoyan, Executive Chairman of G2S2 at 514-333-8800 ext. 1925.