HUNTINGTON, W. Va.,
June 1, 2011 /PRNewswire/ -- Energy
Services of America Corporation (the "Company") (NYSE/AMEX
Equities: "ESA") announced today that the Company has commenced a
warrant exchange offer and has provided warrant holders with an
offer to purchase, a letter of transmittal and other documents
containing details as to how they may participate in the exchange
offer (the "Offer Letter"). The Company is offering to
exchange all of the Company's outstanding warrants at a ratio of
one share of its common stock for every 8 1/2 warrants tendered.
The warrant exchange offer commenced on June 1, 2011, and will continue for a period of
20 business days from June 1, 2011.
The exchange offer is scheduled to expire at 5:00 p.m. Eastern Time on June 29, 2011. In the event that a unit
purchase option issued to the Company's underwriter at the time of
the Company's initial public offering (the "Unit Purchase Option")
is exercised and the underlying warrants are tendered during the
exchange offer period, the Company will issue one share of common
stock for every 9 warrants tendered.
The warrants, if exercised in accordance with their terms
entitle the holders to purchase an aggregate of 21,176,923 shares
of Company common stock. The warrants subject to the exchange
offer are comprised of 17,200,000 warrants issued in connection
with the Company's initial public offering, 3,076,923 warrants
issued to certain insiders in a private placement at the time of
the Company's initial public offering and 900,000 warrants issuable
upon exercise of the Unit Purchase Option. Based upon an
exchange ratio of 8 1/2 warrants for one share of common stock, the
Company expects to issue up to 2,385,520 shares of common stock if
all warrants (other than warrants underlying the Unit Purchase
Option) are tendered in the exchange offer and up to 2,352,991
shares of common stock if all warrants (including warrants
underlying the Unit Purchase Option) are tendered in the exchange
offer. At March 31, 2011, the
Company had 12,092,307 shares of common stock outstanding. To
participate in the exchange offer, warrant holders must tender
their warrants in accordance with the instructions in the Offer
Letter no later than 5:00 p.m. Eastern
Time on June 29, 2011.
Energy Services of America Corporation provides construction
services to the natural gas, oil, chemical and electric industry.
We operate through our subsidiaries, CJ Hughes Construction,
CJ Hughes Pipeline, ST Pipeline and Nitro Electric. Our
corporate headquarters are located at 100 Industrial Lane,
Huntington, West Virginia
25702.
Important Additional Information
This press release and the description contained herein are for
informational purposes only and are not an offer to purchase or a
solicitation of an offer to sell securities of the Company.
The offer to exchange common stock for warrants referenced in
this press release has been made pursuant to a Tender Offer
Statement on Schedule TO, which includes the Offer Letter and other
important information (the "Tender Offer Statement"), that Energy
Services of America Corporation filed with the Securities and
Exchange Commission on June 1, 2011.
The Offer Letter will be mailed to warrant holders of record
(including holders of the Company's units) and will also be made
available for distribution to beneficial owners of warrants and
units of the Company. The solicitation of offers to exchange
warrants for shares of the Company's common stock will only be made
pursuant to the Offer Letter. Warrant holders are advised to read
the Offer Letter and the other information included in the Tender
Offer Statement, as they will contain important information about
the exchange offer and proposed warrant exchange. Security
holders can obtain these documents when they are filed and become
available free of charge from the SEC's website at www.sec.gov.
In addition, copies of these documents and other filings
containing information about the Company may be obtained, if and
when available, without charge, by directing a request to Energy
Services of America Corporation, 100 Industrial Lane, Huntington, West Virginia 25702, Attention:
Kim Hensley, or by calling 304-399-6327.
Safe Harbor Statement
This press release contains forward-looking statements as
defined by the Private Securities Litigation Reform Act of 1995.
Forward-looking statements include statements concerning
plans, objectives, goals, strategies, future events, performance
and results of operations, and underlying assumptions and other
statements that are other than statements of historical facts.
These statements are subject to uncertainties and risks
including, but not limited to, product and service demand and
acceptance, changes in technology, economic conditions, the impact
of competition and pricing, government regulation, and other risks,
contained in statements filed from time to time with the Securities
and Exchange Commission. All such forward-looking statements,
whether written or oral, and whether made by or on behalf of the
Company, are expressly qualified by the cautionary statements and
any other cautionary statements which may accompany the
forward-looking statements. In addition, the Company
disclaims any obligation to update any forward-looking statements
to reflect events or circumstances after the date hereof.
SOURCE Energy Services of America Corporation