Nuverra Environmental Solutions, Inc. (NYSE American: NES) today announced it has acquired Clearwater Solutions, a leading operator of saltwater disposal wells (SWDs) in the Marcellus and Utica Shale areas, for $41.9 million, subject to customary purchase price adjustments.
This purchase more than doubles Nuverra’s SWD capacity in the region and will add value for each of its customers with more strategically located disposal capacity. Clearwater’s disposal wells at the Clearwater Three and Clearwater Five locations offer several offloading lanes and disposal capacity of 17,500 barrels per day. Its locations are in Guernsey County, Ohio, which is in the heart of the regional oil and gas activity.
Charlie Thompson, Interim Chief Executive Officer said, “The Clearwater acquisition significantly improves our competitive position in the Northeast marketplace due to the added capacity of the new wells and logistical advantages for our trucking business. Based on recent volume statistics, Nuverra will be the second largest commercial operator of SWDs in the region. Clearwater’s 2018 forecasted normalized EBITDA is approximately $8 million before synergies. Synergies expected to be realized through integration with our trucking operations would reduce the post-synergy acquisition multiple to less than four times EBITDA.”
In connection with this transaction, Nuverra’s two largest shareholders have provided financing of $32.5 million in the form of a bridge loan that will be repaid with proceeds from a planned offering to shareholders of common stock purchase rights. The rights offering will be made available to all shareholders on a pro rata basis and bridge loan lenders have committed to purchase the shares underlying any rights that are not exercised by other holders. In addition, the Company amended its first lien term loan to extend its maturity and received an additional $10 million of term loan proceeds that funded a portion of the Clearwater purchase price and made various other modifications to give the Company additional flexibility.Click here to read the entire press release.
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