Egan-Jones Recommends Grey Wolf Stockholders Vote for the Merger with Basic Energy Services
08 Julho 2008 - 2:00PM
Business Wire
Grey Wolf, Inc. (AMEX:GW) today announced the recommendation from
Egan-Jones Proxy Services, a leading independent proxy voting
advisory firm, that Grey Wolf stockholders vote in favor of the
proposed merger with Basic Energy Services, Inc. at the upcoming
Special Meeting of Stockholders scheduled for July 15, 2008. �Our
Board of Directors strongly and unanimously believes that the Basic
merger is in the best interests of Grey Wolf stockholders, and we
are very pleased that Egan-Jones has agreed with our position,�
said Thomas P. Richards, Chairman, President and CEO of Grey Wolf.
�After following a careful and thorough process, our Board and
management concluded that the Basic transaction provides the best
way to maximize value for our stockholders. The merger offers Grey
Wolf stockholders both immediate return of capital and the
opportunity to participate in the continued growth of the combined
company, the new Grey Wolf. Moreover, the combined company will be
in a stronger competitive position, strategically and financially,
and will have a strong growth platform. We are very excited about
the potential of the new Grey Wolf and urge Grey Wolf holders to
vote FOR the merger.� In its report, Egan-Jones concluded that:
�Based on our review of publicly available information on
strategic, corporate governance and financial aspects of the
proposed transaction, Egan-Jones views that the proposed cash and
stock merger to be desirable approach in maximizing shareholder
value and recommends that clients holding common shares of Grey
Wolf, Inc. vote �FOR� this Proposal.� Grey Wolf urges its
stockholders to deliver their proxies voting FOR the merger today.
Stockholders needing assistance with their proxy can contact Grey
Wolf�s information agent, Georgeson, Inc.; Banks and brokers call:
(212) 440-9800 Grey Wolf stockholders call: (800) 561-3540 Forward
Looking Statements and Additional Information This document may
include statements herein that are �forward-looking statements� as
defined by the Securities and Exchange Commission (the �SEC�). All
statements, other than statements of historical fact, included
herein that address activities, events or developments that Grey
Wolf expect, believe or anticipate will or may occur in the future
are forward-looking statements. These forward-looking statements
are subject to risks and uncertainties that may cause actual
results to differ materially, including required approvals by
stockholders and regulatory agencies, the possibility that the
anticipated benefits from the proposed merger with Basic Energy
Services cannot be fully realized, the possibility that costs or
difficulties related to integration of the two companies will be
greater than expected, the impact of competition and other risk
factors included in the reports filed with the SEC by Grey Wolf and
Basic Energy Services. Readers are cautioned not to place undue
reliance on these forward-looking statements, which speak only as
of their dates. Except as required by law, neither Grey Wolf nor
Basic Energy Services intends to update or revise its
forward-looking statements, whether as a result of new information,
future events or otherwise. Registration Statement and Joint Proxy
Statement/Prospectus In connection with the proposed mergers, a
registration statement of Horsepower Holdings, Inc. (�Holdings�)
has been filed and declared effective by the SEC. Each of Basic
Energy Services and Grey Wolf has filed a definitive joint proxy
statement/prospectus with the SEC. INVESTORS AND SECURITY HOLDERS
ARE URGED TO CAREFULLY READ THE REGISTRATION STATEMENT AND THE
JOINT PROXY STATEMENT/PROSPECTUS AND THESE OTHER MATERIALS
REGARDING THE PROPOSED TRANSACTION BECAUSE THEY CONTAIN IMPORTANT
INFORMATION ABOUT BASIC ENERGY SERVICES, GREY WOLF, HOLDINGS AND
THE PROPOSED TRANSACTION. Investors and security holders may obtain
a free copy of the registration statement and the joint proxy
statement/prospectus and other documents containing information
about Basic Energy Services and Grey Wolf, without charge, at the
SEC's web site at www.sec.gov, Basic Energy Service's web site at
www.basicenergyservices.com, and Grey Wolf's web site at
www.gwdrilling.com. Copies of the registration statement and the
joint proxy statement/prospectus and the SEC filings that are
incorporated by reference therein may also be obtained for free by
directing a request to either Investor Relations, Basic Energy
Services, Inc., (432) 620-5510 or to Investor Relations, Grey Wolf,
Inc., (713) 435-6100. Participants in the Solicitation Basic Energy
Services and Grey Wolf and their respective directors, officers and
certain other members of management may be deemed to be
participants in the solicitation of proxies from their respective
stockholders in respect of the mergers. Information about these
persons can be found in Grey Wolf's proxy statement relating to its
2008 annual meetings of stockholders as filed with the SEC on April
8, 2008. Information concerning beneficial ownership of Basic
Energy Services stock by its directors and certain of its executive
officers is included in its Annual Report on Form 10-K/A filed
April 29, 2008 and subsequent statements of changes in beneficial
ownership on file with the SEC. Additional information about the
interests of such persons in the solicitation of proxies in respect
of the merger will be included in the registration statement and
the joint proxy statement/prospectus to be filed with the SEC in
connection with the proposed transaction.
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