Heckmann Corporation Announces Closing of Merger with Power Fuels
SCOTTSDALE, Ariz.--(BUSINESS WIRE)--
Heckmann Corporation (NYSE: HEK) (“Heckmann” or “the Company”)
today announced that its merger (“the Merger”) with Badlands Power
Fuels, LLC (“Power Fuels”) closed effective today. Mr. Mark D. Johnsrud,
founder and owner of Power Fuels, has been appointed as Chief Executive
Officer of the Company and joined Heckmann’s Board of Directors as a
Vice Chairman. Mr. Richard J. Heckmann now serves as the Company’s
Executive Chairman of the Board.
As a result of the merger, Heckmann paid $125 million in cash and issued
95 million shares of the Company’s common stock to the owner of Power
Fuels. The shares are subject to a two-year lockup agreement and a
two-year standstill agreement and are not available for any type of
borrow or exchange. In addition, in connection with the transaction,
Heckmann repaid all of Power Fuels’ outstanding debt obligations
totaling approximately $150 million. The Company also closed on the
previously announced $325 million amended revolving credit facility.
About Heckmann Corporation
Heckmann Corporation (HEK) is an environmental services company.
Heckmann is dedicated to the movement, treatment and disposal of water
generated by energy companies involved in the discovery and production
of oil, natural gas liquids and natural gas. Heckmann is also a
one-stop-shop for collection and recycling services for oily waste
products, including used motor oil, oily wastewater, spent antifreeze,
used oil filters and parts washers. Heckmann is building a national
footprint across its environmental service offerings and has more than
1,500 employees and operates in more than 55 locations in the United
States.
About Power Fuels
Badlands Power Fuels, LLC, d/b/a Power Fuels, is a privately held North
Dakota-based environmental services company providing water delivery and
disposal, fluids transportation and handling, water sales and related
equipment rental services for shale, or “unconventional,” oil and gas
exploration and production businesses. Power Fuels is the largest
environmental services company in the Bakken Shale area in North Dakota,
a premier U.S. unconventional shale oil basin. Power Fuels also provides
rental equipment and operates 19 saltwater disposal wells. Through its
network of seven district offices and roughly 1,100 employees, Power
Fuels serves the leading oil and natural gas exploration and production
companies and energy marketing companies in its markets under the “Power
Fuels,” “Badlands Power Fuels” and “Landtech” brands. Power Fuels' sales
have increased from approximately $34 million for the fiscal year ended
December 31, 2007 to approximately $364 million, on a pro forma basis,
for the 12-month period ended June 30, 2012, representing a 70% compound
annual growth rate during the period.
Forward Looking Statements
This press release contains “forward-looking statements” within the
meaning of the safe harbor provisions of the United States Private
Securities Litigation Reform Act of 1995. Words such as “expect,”
“estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,”
“plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,”
“potential,” “continue,” and similar expressions are intended to
identify such forward-looking statements. Forward-looking statements may
involve known and unknown risks, uncertainties and other factors that
may cause results, levels of activity, performance or achievements to
differ materially from results expressed or implied by this press
release. Such risk factors include, among others: difficulties
encountered in acquiring and integrating businesses, including Power
Fuels; whether certain markets grow as anticipated; and the competitive
and regulatory environment. Additional risks and uncertainties are set
forth in Heckmann’s Annual Report on Form 10-K for the fiscal year ended
December 31, 2011, the Current Report on Form 8-K filed by Heckmann on
April 10, 2012, as well as Heckmann’s other reports filed with the
United States Securities and Exchange Commission, all of which are
available at http://www.sec.gov/
and on Heckmann’s website at http://heckmanncorp.com/.
You are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date of this presentation. All
forward-looking statements are qualified in their entirety by this
cautionary statement. Heckmann undertakes no obligation to publicly
update or revise any forward-looking statements, whether as a result of
new information, future events or otherwise.
Investor Relations: The Piacente Group, Inc. Brandi
Piacente, +1 212-481-2050 heckmann@tpg-ir.com
Source: Heckmann Corporation
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Heckmann Corporation, together with its subsidiaries, operates as a services-based company focused on total water solutions for shale or
Press Release $HEK Heckmann Corporation
SCOTTSDALE, Ariz.--(BUSINESS WIRE)-- Heckmann Corporation (NYSE: HEK) (“Heckmann” or “the Company”) today announced that its merger (“the Merger”) with Badlands Power Fuels, LLC (“Power Fuels”) closed effective today. Mr. Mark D. Johnsrud, founder and owner of Power Fuels, has been appointed as Chief Executive Officer of the Company and joined Heckmann’s Board of Directors as a Vice Chairman. Mr. Richard J. Heckmann now serves as the Company’s Executive Chairman of the Board.
As a result of the merger, Heckmann paid $125 million in cash and issued 95 million shares of the Company’s common stock to the owner of Power Fuels. The shares are subject to a two-year lockup agreement and a two-year standstill agreement and are not available for any type of borrow or exchange. In addition, in connection with the transaction, Heckmann repaid all of Power Fuels’ outstanding debt obligations totaling approximately $150 million. The Company also closed on the previously announced $325 million amended revolving credit facility.
About Heckmann Corporation
Heckmann Corporation (HEK) is an environmental services company. Heckmann is dedicated to the movement, treatment and disposal of water generated by energy companies involved in the discovery and production of oil, natural gas liquids and natural gas. Heckmann is also a one-stop-shop for collection and recycling services for oily waste products, including used motor oil, oily wastewater, spent antifreeze, used oil filters and parts washers. Heckmann is building a national footprint across its environmental service offerings and has more than 1,500 employees and operates in more than 55 locations in the United States.
About Power Fuels
Badlands Power Fuels, LLC, d/b/a Power Fuels, is a privately held North Dakota-based environmental services company providing water delivery and disposal, fluids transportation and handling, water sales and related equipment rental services for shale, or “unconventional,” oil and gas exploration and production businesses. Power Fuels is the largest environmental services company in the Bakken Shale area in North Dakota, a premier U.S. unconventional shale oil basin. Power Fuels also provides rental equipment and operates 19 saltwater disposal wells. Through its network of seven district offices and roughly 1,100 employees, Power Fuels serves the leading oil and natural gas exploration and production companies and energy marketing companies in its markets under the “Power Fuels,” “Badlands Power Fuels” and “Landtech” brands. Power Fuels' sales have increased from approximately $34 million for the fiscal year ended December 31, 2007 to approximately $364 million, on a pro forma basis, for the 12-month period ended June 30, 2012, representing a 70% compound annual growth rate during the period.
Forward Looking Statements
This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. Forward-looking statements may involve known and unknown risks, uncertainties and other factors that may cause results, levels of activity, performance or achievements to differ materially from results expressed or implied by this press release. Such risk factors include, among others: difficulties encountered in acquiring and integrating businesses, including Power Fuels; whether certain markets grow as anticipated; and the competitive and regulatory environment. Additional risks and uncertainties are set forth in Heckmann’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011, the Current Report on Form 8-K filed by Heckmann on April 10, 2012, as well as Heckmann’s other reports filed with the United States Securities and Exchange Commission, all of which are available at http://www.sec.gov/ and on Heckmann’s website at http://heckmanncorp.com/. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this presentation. All forward-looking statements are qualified in their entirety by this cautionary statement. Heckmann undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Investor Relations:
The Piacente Group, Inc.
Brandi Piacente, +1 212-481-2050
heckmann@tpg-ir.com
Source: Heckmann Corporation