Civeo and Conversant Capital Announce Stock Purchase Agreement
07 Abril 2022 - 8:18AM
Business Wire
Conversant Purchases Civeo Common Shares from
Affiliates of Lance Torgerson
Civeo and Conversant Secure Right of First
Refusal to Purchase Additional Stock from Torgerson
Civeo Corporation (NYSE:CVEO) (“Civeo” or the “Company”), a
leading provider of hospitality services to the natural resources
sector, today announced that Conversant Capital LLC (“Conversant”),
a private investment firm that pursues credit and equity
investments in the real estate, digital infrastructure and
hospitality sectors, has purchased approximately 958,000 Civeo
common shares from entities affiliated with Lance Torgerson (“Mr.
Torgerson”) under a stock purchase agreement.
Civeo and Conversant also have rights of first refusal on
additional stock held by Mr. Torgerson. Following the sale, Mr.
Torgerson continues to own approximately 750,000 Civeo common
shares (the “Escrow Shares”), all of which are currently held in
escrow as described in Civeo’s SEC filings and cannot be sold at
this time. The stock purchase agreement provides that, if prior to
April 2023, Mr. Torgerson desires to sell the 375,000 Escrow Shares
to be released from escrow in June 2022, Civeo will have the right,
but not the obligation, to purchase all or any portion of such
shares. If Civeo does not exercise its right of first refusal for
all the shares, any remaining shares must be offered to Conversant
for purchase. An additional 375,000 Escrow Shares are subject to
release from escrow in June 2023 but are not subject to the rights
of first refusal described above. In addition to the Escrow Shares,
Mr. Torgerson holds 9,042 shares of Civeo Class A preferred shares,
which will mandatorily convert into approximately 2.5 million Civeo
common shares in April 2023.
“Civeo is pleased to welcome Conversant as a new shareholder and
hopes to benefit from its expertise in the hospitality and lodging
sectors. We are supportive of this transaction and elected to waive
certain of Mr. Torgerson’s transfer restrictions under his
registration rights agreement with the Company to facilitate this
sale,” said Bradley Dodson, President and CEO of Civeo Corporation.
“In addition, the rights of first refusal for Civeo and Conversant
are intended to facilitate an orderly transfer of ownership for the
shares Mr. Torgerson is expected to receive from escrow in the near
term, in the event Mr. Torgerson desires to sell those shares.”
“Conversant has followed Civeo for several years, and we have
been impressed with its prudent capital allocation policies, which
have resulted in significant debt repayment,” said Michael
Simanovsky, Founder and Managing Partner of Conversant. “We are
excited to invest in Civeo; we believe the Company is poised to
capitalize on strong demand for its services across the natural
resources sector and well positioned to generate significant free
cash flow in the coming years.”
About Civeo
Civeo Corporation is a leading provider of hospitality services
with prominent market positions in the Canadian oil sands and the
Australian natural resource regions. Civeo offers comprehensive
solutions for lodging hundreds or thousands of workers with its
long-term and temporary accommodations and provides food services,
housekeeping, facility management, laundry, water and wastewater
treatment, power generation, communications systems, security and
logistics services. Civeo currently operates a total of 27 lodges
and villages in Canada, Australia and the U.S., with an aggregate
of over 28,000 rooms. Civeo is publicly traded under the symbol
CVEO on the New York Stock Exchange. For more information, please
visit Civeo's website at www.civeo.com.
About Conversant Capital
Conversant Capital LLC is a private investment adviser founded
in 2020. The firm pursues credit and equity investments in the real
estate, digital infrastructure, and hospitality sectors in both the
public and private markets. Further information is available at
www.conversantcap.com.
Forward Looking Statements
This news release contains forward-looking statements within the
meaning of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Forward-looking statements are
those that do not state historical facts and are, therefore,
inherently subject to risks and uncertainties. The forward-looking
statements herein include the statements regarding Civeo’s ability
to capitalize on demand for its services and generate free cash
flow are based on then current expectations and entail various
risks and uncertainties that could cause actual results to differ
materially from those expressed or implied by these forward-looking
statements. Such risks and uncertainties include, among other
things, risks associated with global health concerns and pandemics,
including the COVID-19 pandemic, any increases in or severity of
COVID-19 cases (including due to existing or new variants) and the
risk that room occupancy may decline if our customers are limited
or restricted in the availability of personnel who may become ill
or be subjected to quarantine, risks associated with the general
nature of the accommodations industry, risks associated with the
level of supply and demand for oil, coal, iron ore and other
minerals, including the level of activity, spending and
developments in the Canadian oil sands, the level of demand for
coal and other natural resources from, and investments and
opportunities in, Australia, and fluctuations or sharp declines in
the current and future prices of oil, natural gas, coal, iron ore
and other minerals, risks associated with failure by our customers
to reach positive final investment decisions on, or otherwise not
complete, projects with respect to which we have been awarded
contracts, which may cause those customers to terminate or postpone
contracts, risks associated with currency exchange rates, risks
associated with the company’s ability to integrate acquisitions,
risks associated with labor shortages, risks associated with the
development of new projects, including whether such projects will
continue in the future, risks associated with the trading price of
the company’s common shares, availability and cost of capital,
risks associated with general global economic conditions, global
weather conditions, natural disasters and security threats and
changes to government and environmental regulations, including
climate change, and other factors discussed in the “Management’s
Discussion and Analysis of Financial Condition and Results of
Operations” and “Risk Factors” sections of Civeo’s most recent
annual report on Form 10-K and other reports the company may file
from time to time with the U.S. Securities and Exchange Commission.
Each forward-looking statement contained herein speaks only as of
the date of this release. Except as required by law, Civeo
expressly disclaims any intention or obligation to revise or update
any forward-looking statements, whether as a result of new
information, future events or otherwise.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220406006080/en/
Regan Nielsen Civeo Corporation Senior Director, Corporate
Development & Investor Relations 713-510-2400
For Conversant:
Josh Clarkson / Devin Shorey Prosek Partners
jclarkson@prosek.com / dshorey@prosek.com
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