Energy and Environmental Services, Inc. (“EES” or “Company”) (OTC: EESE) today announces that the Company has signed a non-binding letter of intent to merge Patriot Chemicals & Services LLC (“Patriot”) into the Company.
Subject to the terms in the letter of intent, upon completion of the merger, the Company will pay to Patriot shareholders $300,000 in cash, $300,000 in notes and 2.0 million shares of EES common stock. Earnouts could add an additional 1.0 million shares in each of year one and year two. The merger is subject to completion of a definitive agreement, to customary representations, conditions and covenants, and to closing price adjustments.
The combination of EES and Patriot would have generated total unaudited consolidated revenues of $7,477,000 for the year ended December 31, 2017. Management estimates that pro forma consolidated revenues for 2018 will be approximately $10,884,000. Upon the merger, Patriot shareholders will hold approximately 4.0% of the total outstanding EES common stock before earnouts. The EES stock closed at $.21 ask per share on December 20, 2018.
For the Company, the merger would realize one of management’s key initiatives, which was to gain market share through mergers & acquisitions. “Merging with a leading chemical service company like Patriot will provide an expanded access to the oil and gas industry that will facilitate our sales and enable us to better meet the needs of our customers,” stated Leon Joyce, EES CEO. “We believe this merger will help our company grow market share, increase revenue, earnings and create value for our shareholders.”
About Patriot Chemicals & Services LLC
Patriot (website www.patriotchemicalsllc.com) is a privately-held production chemical company with locations in Southern Oklahoma, Northeastern Oklahoma, Southeast Kansas, and North Texas. “We are excited about the opportunity to join forces with EES. Merging provides diversity which is especially attractive in today’s climate and marketplace,” stated Gary Presley, President of Patriot Chemicals. “EES has high quality products that we have been using to treat our customers wells with great success. We have built a large footprint over the last 8 years that will greatly benefit both our companies with this merger.”
Energy and Environmental Services, Inc. (EES), based in Oklahoma City, participates in the oilfield chemical, anti-corrosive coatings and biotech industries. EES was established in 1991 and management has over 50 years of experience blending, manufacturing and packaging custom liquids and solid chemicals for the oil, gas and agricultural industries. Additionally, EES has expanded to develop innovative products and applications for enzyme system technologies and livestock feed supplements.
Company website www.eesokc.com
Safe Harbor for Forward-Looking Statements
Certain statements contained in this press release are forward-looking statements. These forward-looking statements involve risks and uncertainties that could cause Energy & Environmental Services actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Except as required by law, Energy & Environmental Services expressly disclaims any intent or obligation to update any forward-looking statements.
SOURCE Energy and Environmental Services, Inc.