SCOTTSDALE, Ariz.--(BUSINESS WIRE)--
Nuverra Environmental Solutions (NYSE:NES) (“Nuverra” or “the Company”),
a leading provider of full-cycle environmental solutions to energy and
industrial end markets, announced today that it has agreed to an
extension of the purchase agreement to divest Thermo Fluids, Inc.
(“TFI”) to VeroLube USA, Inc. (“VeroLube”).
The extension is related to the delivery of stand-alone audited
financial statements for TFI for fiscal year 2011, including the
conversion of historical TFI financial statements from U.S. GAAP to
International Financial Reporting Standards (IFRS), as requested by
VeroLube in connection with its capital raising process. Nuverra has
completed stand-alone IFRS financial statements for fiscal years 2012
and 2013 and anticipates completing the 2011 stand-alone IFRS audit by
the end of July.
The revised stock purchase agreement anticipates the transaction closing
by August 29, 2014.
Nuverra Environmental Solutions is among the largest companies in the
United States dedicated to providing comprehensive and full-cycle
environmental solutions to customers in energy and industrial
end-markets. Nuverra focuses on the delivery, collection, treatment,
recycling, and disposal of restricted solids, water, wastewater, used
motor oil, spent antifreeze, waste fluids and hydrocarbons. The Company
continues to expand its suite of environmentally compliant and
sustainable solutions to customers who demand stricter environmental
compliance and accountability from their service providers. Interested
parties can access additional information about Nuverra on the Company's
web site at http://www.nuverra.com,
and in documents filed with the United States Securities and Exchange
Commission, on the SEC's web site at http://www.sec.gov.
Certain statements in this press release which are not historical facts
may constitute "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 assist in
identifying such forward-looking statements. Forward-looking statements
in the press release include, without limitation, statements regarding
anticipated transaction timing, expectations for timely completion of
the 2011 IFRS audit of TFI, proposed modifications to the stock purchase
agreement, the ability to collect all or part of the break fee,
unanticipated transaction costs, the ability of the proposed purchaser
to obtain third-party financing in amounts and on terms that it deems to
be acceptable, and other matters that involve known and unknown risks,
uncertainties and other factors that may cause results, performance,
achievements or developments to differ materially from those expressed
or implied by this press release. Such risk factors include, among
others: difficulties encountered in acquiring and integrating
businesses; uncertainties in evaluating goodwill and long-lived assets
for potential impairment; potential impact of litigation; risks of
successfully consummating expected transactions within the timeframes or
on the terms contemplated, including risks that such transactions may
fail to close due to unsatisfied closing conditions; whether certain
markets grow as anticipated; pricing pressures; risks associated with
our indebtedness; low oil and or natural gas prices; changes in customer
drilling and completion activities and capital expenditure plans; shifts
in production among shale areas in which we operate and/or into shale
areas in which we currently do not have operations; control of costs and
expenses; and the competitive and regulatory environment. Additional
risks and uncertainties are set forth in the Company's Form 10-Q for the
three months ended March 31, 2014, its Annual Report on Form 10-K for
the fiscal year ended December 31, 2013, as well as the Company's other
reports filed with the United States Securities and Exchange Commission,
which are available at http://www.sec.gov
and the Company's web site at http://www.nuverra.com.
As a result of the foregoing considerations and the other limitations of
non-GAAP measures described elsewhere herein, 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. The
Company undertakes no obligation to update publicly or otherwise revise
any forward-looking statements, whether as a result of new information,
future events or otherwise, or the list of factors set forth above that
may impact this information. Many factors other than those set forth
above could cause actual results to differ materially from the results,
performance, achievements or developments expressed or implied by such
Nuverra Environmental Solutions, Inc.
Liz Merritt, 602-903-7802
Relations & Communications
Source: Nuverra Environmental Solutions