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Essential Energy Services completes acquisition of Technicoil

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Essential Energy Services Ltd.

On May 31, 2011, Essential Energy Services Ltd. (TSX:ESN) completed the acquisition of Technicoil Corporation (TSX:TEC) pursuant to a plan of arrangement under the Business Corporations Act (Alberta). The economic value of the combination was approximately $400 million. Pursuant to the arrangement, Essential acquired all of the issued and outstanding common shares of Technicoil in exchange for 0.7111 of a common share of Essential and $0.80 in cash for each Technicoil share issued and outstanding. The arrangement was approved by shareholders and optionholders of Technicoil at the Technicoil annual and special meeting held May 30, 2011. At the Essential annual and special meeting held May 30, 2011, Essential shareholders approved the issuance of up to 51,736,446 Essential shares in connection with the arrangement. Following the Technicoil meeting and the Essential meeting, the Court of Queen's Bench of Alberta granted a final order approving the arrangement on May 30, 2011. Fasken Martineau advised Essential on this transaction with a team that included Michael Black, Michael Wright, Lloyd Symons, Chelsea Bushfield, Mark Hawkins, Charles Lynch and Harpreet Nahal (corporate/securities), Gary Rose (banking), Clarke Barnes, Frank Schober (tax), Alex Kotkas, Arif Chowdhury (litigation), Huy Do (regulatory) and articling students Theodore Fong and Kyla Stott-Jess.

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