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Nabors Announces Agreement To Combine Its Completion & Production Services Businesses With C&J Energy Services

Stocks in this article: CJESNBR

HAMILTON, Bermuda, June 25, 2014 /PRNewswire/ -- Nabors Industries Ltd. (NYSE: NBR) announced today that the company has signed a definitive agreement to combine its completion and production services businesses in the U.S. and Canada with C&J Energy Services, Inc. (NYSE: CJES), an independent oilfield services and manufacturing company.

Following the completion of this transaction, Nabors will own approximately 53 percent of the combined company, which will be incorporated in Bermuda and listed on the NYSE as C&J Energy Services Ltd. In addition to the 62.54 million shares of the combined company, Nabors will also receive approximately $937 million cash, to be paid from proceeds of a public debt placement by the combined company. The new C&J Energy Services Ltd. will be managed by the current C&J Energy Services management team, supplemented by Nabors' completion and production services workforce. The transaction will roughly triple the C&J stimulation fleet, which should then rank as the fifth largest fleet in North America. The combined company will also operate the largest fluids management fleet and the second largest workover/well-servicing fleet in North America. In addition, prospects for international expansion should be enhanced through a global alliance agreement with Nabors.

The transaction has been approved by the board of directors of both companies and is subject to approval by C&J shareholders and the satisfaction of customary closing conditions and regulatory approvals. It is anticipated shares in C&J Energy Services Ltd. will be publicly traded under the symbol CJES, pending approval from regulatory authorities. Goldman, Sachs & Co. and Lazard Ltd. advised Nabors on the transaction. Citigroup and Tudor, Pickering, Holt, & Co. represented C&J Energy Services.

"I view the creation of this new company as a formidable player which will meaningfully enhance shareholder value for each company," said Nabors' Chairman, President and Chief Executive Officer Anthony G. Petrello. "C&J Energy Services is a highly respected and vertically-integrated premier operator, run by a very capable management team. The addition of the cash flow and earnings leverage of the high-quality assets, management and personnel of our completion and production services businesses creates one of the largest completion and production services operations in North America. This enlarged scale and the global alliance with Nabors also enhance the prospects for international expansion.

"This transaction is the culmination of the comprehensive strategic review process Nabors began last year. While we still believe in the long-term value of these elements of our business, particularly in light of the reemergence of growth following a two-year down cycle, we saw this transaction as the most expeditious way to demonstrate their real value. Both the combined company and Nabors can now concentrate their resources within their respective segments. The benefits to our shareholders are numerous and significant. In addition to establishing the intrinsic value of these Nabors' entities with the initial valuation, our retention of 53 percent ownership in the new company will provide a real-time indication of market value as expected synergies are realized and the emerging growth cycle progresses. In addition, the cash component of the deal further enhances our financial flexibility.

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