SECURE $140 million senior unsecured note financing

Industry: Utilities & energy

SECURE $140 million senior unsecured note financing
Closing Date: Oct. 4, 2021

On Oct. 4, 2021, SECURE Energy Services Inc. ("SECURE") successfully closed its private offering of $140 million aggregate principal amount of 7.25 per cent senior unsecured notes due Dec. 30, 2026 (the "Offering") at an issue price of $100.75, representing a yield of approximately 7 per cent by reopening its previous offering, which closed on June 30, 2021. The Offering was underwritten by National Bank Financial Markets.

On July 2, 2021, SECURE completed its $2.3-billion acquisition of Tervita Corporation ("Tervita") to create a stronger midstream infrastructure and environmental solutions business. The all-stock transaction was accomplished through a court-sanctioned plan of arrangement under the Business Corporations Act (Alberta) and was approved by both SECURE shareholders and Tervita securityholders.

As a result of the closing of the acquisition, SECURE became the obligor under Tervita’s then outstanding US$500 million aggregate principal amount of 11 per cent senior second lien secured notes due 2025 (the "Tervita Notes") and other direct obligations of Tervita.

On Oct. 7 and 8, 2021, SECURE used the net proceeds of the Offering to fund partial redemptions (collectively, the "Redemptions"), of US$100 million aggregate principal amount of the outstanding Tervita Notes. Upon completion of the Redemptions, US$300 million aggregate principal amount of the Tervita Notes remains outstanding.

SECURE was represented by an in-house legal team led by
Michael Callihoo, general counsel and corporate secretary.

Bennett Jones LLP’s Calgary office acted as lead external counsel to SECURE with a team led by
John Piasta (capital markets),
Denise Bright (banking),
and which included
Steve Bodi,
Annie Tonken.

Dentons LLP acted as counsel to the underwriters in connection with the Offering and the Reopening with a team led by
Dan Shea,
and which included
Jessica Myers,
Dan Cerchia,
Joshua Mamdani.