ISS RiskMetrics and Proxy Governance Recommend Grey Wolf Shareholders Approve Merger with Precision Drilling
14 Novembro 2008 - 6:40PM
Business Wire
Grey Wolf, Inc. (AMEX:GW) today announced that ISS RiskMetrics and
Proxy Governance, Inc., two of the nation�s leading proxy advisory
firms, have recommended that Grey Wolf shareholders vote �FOR� the
merger transaction between Grey Wolf and Precision Drilling Trust
(NYSE: PDS). In supporting the transaction, ISS RiskMetrics stated:
�Based on a review of the terms of the transaction and the factors
described above, in particular, the strategic rationale and the
enhanced governance provisions, the merger agreement warrants
shareholder support. In addition, we note that the proposed offer
seems to have supported the Grey Wolf stock price as evidenced by
the fact that Grey Wolf's stock price has declined significantly
less that the average stock price decline of its peer group.� Proxy
Governance, in its recommendation that Grey Wolf shareholders vote
to approve the transaction, stated: �We support this transaction
because it appears to place a fair value on the company based on
the overall market reaction, the premium offered, and the company�s
historic prices. We also support the board�s active engagement in
the process, as well as the use of an auction process to help
maximize shareholder value.� Thomas P. Richards, Chairman,
President and CEO of Grey Wolf, said, �We are pleased that both ISS
and Proxy Governance agree that this transaction is in the best
interests of our shareholders. Grey Wolf shareholders will receive
both immediate value through the cash component of the
consideration and will also have the opportunity to participate in
the upside as securityholders in the combined company. We urge our
shareholders to follow the ISS and Proxy Governance recommendations
and approve the merger by voting the proxy card FOR adoption of the
merger agreement.� 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 About Grey Wolf Grey Wolf is a leading provider of
turnkey and contract oil and gas land drilling services in the
United States. Grey Wolf operates from divisions in South Texas,
Gulf Coast, Ark-La-Tex, Mississippi/Alabama, Mid-Continent, Rocky
Mountain regions, and Mexico. Grey Wolf is headquartered in
Houston, Texas, USA. Grey Wolf, Inc. is listed on the American
Stock Exchange under the trading symbol "GW". For more information
about Grey Wolf, go to http://www.gwdrilling.com. Forward-Looking
Statements The foregoing communication contains forward-looking
statements within the meaning of the Securities Act of 1933 and the
Securities Exchange Act of 1934. The specific forward-looking
statements cover our expectations and projections regarding the
anticipated benefits of the Precision merger. These forward-looking
statements are subject to risks and uncertainties, many of which
are beyond our control, that could cause actual results to differ
materially, including oil and natural gas prices and trends in
those prices, the pricing and other competitive policies of our
competitors, uninsured or under-insured casualty losses, cost of
insurance coverage, increasing rig supply, changes in interest
rates, unexpected costs under turnkey drilling contracts, weather
conditions, the overall level of drilling activity in our market
areas, integration difficulties, and the risk that the merger may
not be completed or anticipated benefits will not be realized.
Please refer to reports filed with the Securities and Exchange
Commission by Precision and Grey Wolf for additional information
concerning risk factors that could cause actual results to differ
materially from these forward-looking statements. Additional
Information and Where to Find It In connection with the proposed
merger, Precision has filed a registration statement on Form F-4,
which includes a proxy statement of Grey Wolf with the Securities
and Exchange Commission. INVESTORS AND SECURITY HOLDERS OF GREY
WOLF ARE URGED TO CAREFULLY READ IN THEIR ENTIRETY THE REGISTRATION
STATEMENT, THE PROXY STATEMENT/PROSPECTUS AND OTHER MATERIALS
REGARDING THE PROPOSED TRANSACTION, BECAUSE THEY CONTAIN IMPORTANT
INFORMATION ABOUT GREY WOLF, PRECISION, PRECISION LOBOS
CORPORATION, A WHOLLY-OWNED SUBSIDIARY OF PRECISION CREATED AS A
SPECIAL PURPOSE VEHICLE, AND THE PROPOSED MERGER. Prospective
investors and security holders may obtain a free copy of the
registration statement and the proxy statement/prospectus and other
documents containing information about Grey Wolf and Precision,
without charge, at the SEC�s web site at www.sec.gov, at
Precision�s web site at www.precisiondrilling.com, and at Grey
Wolf�s web site at www.gwdrilling.com. Copies of the registration
statement and the proxy statement/prospectus and the SEC filings
are incorporated by reference therein may also be obtained for free
by directing a request to either Investor Relations, Precision
Drilling Trust, (403)�716-4500 or to Investor Relations, Grey Wolf,
Inc., (713)�435-6100. Participants in the Solicitation Grey Wolf
and Precision and their respective directors, officers, trustees
and other persons may be deemed to be participants in the
solicitation of proxies from Grey Wolf�s shareholders in respect of
the proposed merger. Information about the directors and executive
officers of Grey Wolf and their ownership of Grey Wolf common stock
can be found in Grey Wolf�s proxy statement filed October 29, 2008
(the �proxy statement/prospectus�). Information concerning the
directors and executive officers of Precision is included in the
proxy statement/prospectus. Additional information regarding the
identity of potential participants in the solicitation of proxies
in respect of the proposed merger and a description of their direct
and indirect interests, by security holdings or otherwise, is also
included in the proxy statement/prospectus.
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