Welltec prices $340 million senior secured notes offering

Company announcement no. 9/2017
November 18th  2017

CONTACT

Martin Skovbjerg
E-mail address: mskovbjerg@welltec.com

Allerød, Denmark (November 17, 2017) — Welltec International ApS (Welltec) has priced its offering of $340 million in aggregate principal amount of 9.500% senior secured notes due 2022 (New Notes) through one of its subsidiaries, Welltec A/S (Issuer). The offering is expected to close on November 28, 2017. Welltec intends to use the proceeds of the offering (i) to repay certain outstanding indebtedness, including to repurchase for cash any and all of the Issuer’s existing 8% Senior Secured Notes due 2019 (2019 Notes) through a tender offer (Tender Offer), and the satisfaction and discharge and ultimate redemption of all 2019 Notes not repurchased in the Tender Offer (if any) and (ii) to pay related fees and expenses.

The New Notes are being offered in a private placement transaction to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended (Securities Act), and to non-U.S. persons outside the United States in accordance with Regulation S under the Securities Act. No assurance can be given that the offering will be completed. The New Notes have not been registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

About Welltec

Welltec develops and delivers technology and solutions for the oil and gas industry. Our solutions are dedicated to optimizing the management and development of clients’ assets, both in the form of well completion technology and intervention services required to ensure performance and integrity. We operate in all types of onshore and offshore well environments, including deepwater, subsea, extended reach, heavy oil and unconventional gas and oil wells.

Disclaimer

This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any security, nor shall there be any sale of any security in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

This announcement is being distributed in the United Kingdom only to, and is directed at (a) persons who have professional experience in matters relating to investments who fall within Article 19(1) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (Order) or (b) high net worth entities, and other persons to whom it may otherwise lawfully be communicated, falling within Article 49(1) of the Order (all such persons together being referred to as relevant persons). The investments to which this announcement relates are available only to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such investments will be available only to or will be engaged in only with, relevant persons.

This announcement does not constitute and shall not, in any circumstances, constitute a public offering nor an invitation to the public in connection with any offer within the meaning of the Directive 2003/71/EC (Prospectus Directive), as implemented in Member States of the European Economic Area, and, once fully effective, under Regulation (EU) 2017/1129 (Prospectus Regulation). The offer and sale of the notes will be made pursuant to an exemption under the Prospectus Directive and, once fully effective, under the Prospectus Regulation, from the requirement to produce a prospectus for offers of securities.

Neither the content of Welltec’s website nor any website accessible by hyperlinks on Welltec’s website is incorporated in, or forms part of, this announcement. The distribution of this announcement into certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

Forward-Looking Statements

In addition to historical information, this news release includes certain “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. From time to time, we provide forward-looking statements in other materials we release to the public as well as oral forward-looking statements. We have tried, wherever possible, to identify such statements by using the words “believes,” “estimates,” “aims,” “targets,” “anticipates,” “expects,” “intends,” “plans,” “continues,” “on-going,” “potential,” “product,” “projects,” “guidance,” “seeks,” “may,” “will,” “could,” “would,” “should” or, in each case, their negative, or other variations or comparable terminology or by discussions of strategies, plans, objectives, targets, goals, future events or intentions. The absence of such terminology does not necessarily mean that a statement is not forward-looking. By their nature, forward-looking statements involve known and unknown risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. We caution you that forward-looking statements are based on potentially inaccurate assumptions and are not guarantees of future performance and that our actual results of operations, financial condition and liquidity and the development of the industry in which we operate may differ materially from those made in or suggested by the forward-looking statements contained in this news release. In addition, even if our results of operations, financial condition and liquidity, and the development of the industry in which we operate are consistent with the forward-looking statements contained in this news release, those results or developments may not be indicative of results or developments in subsequent periods.

All forward-looking statements contained in this news release are qualified in their entirety by this cautionary statement. We undertake no obligation to update any forward-looking statements. Forward-looking statements speak only as of the date they are or were made, and we do not intend to update any forward-looking statements in order to reflect any event or circumstance occurring after the date of this news release, currently unknown facts or conditions or the occurrence of unanticipated events, except as required by law.


Welltec launches senior secured notes offering

Company announcement no. 8/2017
November 8th  2017

Welltec launches senior secured notes offering

CONTACT

Martin Skovbjerg
E-mail address: mskovbjerg@welltec.com

DOCUMENTS

Welltec – Press Release for Tender Offer
Welltec – OTP and Press Release

Allerød, Denmark (November 8, 2017) — Welltec International ApS (Welltec) is launching an offering of $340 million in aggregate principal amount of senior secured notes due 2022 (New Notes) through one of its subsidiaries, Welltec A/S (Issuer). Welltec intends to use the proceeds of the offering (i) to repay certain outstanding indebtedness, including to redeem the Issuer’s existing 8% Senior Secured Notes due 2019 (2019 Notes) in full though a concurrently announced tender offer (Tender Offer) to purchase for cash any and all of the 2019 Notes and the satisfaction and discharge and ultimate redemption of all 2019 Notes not repurchased in the Tender Offer (if any) and (ii) to pay related fees and expenses.

The New Notes are being offered in a private placement transaction to qualified institu-tional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended (Securities Act), and outside the United States in accordance with Regulation S under the Securities Act. No assurance can be given that the offering will be completed or, if com-pleted, as to the terms on which it will be completed. The New Notes have not been reg-istered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

About Welltec
Welltec develops and delivers technology and solutions for the oil and gas industry. Our solutions are dedicated to optimizing the management and development of clients’ assets, both in the form of well completion technology and intervention services required to ensure performance and integrity. We operate in all types of onshore and offshore well environments, including deepwater, subsea, extended reach, heavy oil and unconventional gas and oil wells.

Disclaimer
This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any security, nor shall there be any sale of any security in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

This announcement is being distributed in the United Kingdom only to, and is directed at (a) persons who have professional experience in matters relating to investments who fall within Article 19(1) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (Order) or (b) high net worth entities, and other persons to whom it may otherwise lawfully be communicated, falling within Article 49(1) of the Order (all such persons together being referred to as relevant persons). The investments to which this announcement relates are available only to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such investments will be available only to or will be engaged in only with, relevant persons.

This announcement does not constitute and shall not, in any circumstances, constitute a public offering nor an invitation to the public in connection with any offer within the meaning of the Directive 2003/71/EC (Prospectus Directive), as implemented in Member States of the European Economic Area, and, once fully effective, under Regulation (EU) 2017/1129 (Prospectus Regulation). The offer and sale of the notes will be made pursuant to an exemption under the Prospectus Directive and, once fully effective, under the Prospectus Regulation, from the requirement to produce a prospectus for offers of securities.

Neither the content of Welltec’s website nor any website accessible by hyperlinks on Welltec’s website is incorporated in, or forms part of, this announcement. The distribution of this announcement into certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

Forward-looking statements
In addition to historical information, this news release includes certain “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. From time to time, we provide forward-looking statements in other materials we release to the public as well as oral forward-looking statements. We have tried, wherever possible, to identify such statements by using the words “believes,” “es-timates,” “aims,” “targets,” “anticipates,” “expects,” “intends,” “plans,” “continues,” “on-going,” “potential,” “product,” “projects,” “guidance,” “seeks,” “may,” “will,” “could,” “would,” “should” or, in each case, their negative, or other variations or comparable ter-minology or by discussions of strategies, plans, objectives, targets, goals, future events or intentions. The absence of such terminology does not necessarily mean that a state-ment is not forward-looking. By their nature, forward-looking statements involve known and unknown risks and uncertainties because they relate to events and depend on cir-cumstances that may or may not occur in the future. We caution you that forward-looking statements are based on potentially inaccurate assumptions and are not guarantees of future performance and that our actual results of operations, financial condition and liquidity and the development of the industry in which we operate may differ materially from those made in or suggested by the forward-looking statements contained in this news release. In addition, even if our results of operations, financial condition and liquidi-ty, and the development of the industry in which we operate are consistent with the for-ward-looking statements contained in this news release, those results or developments may not be indicative of results or developments in subsequent periods.

All forward-looking statements contained in this news release are qualified in their entirety by this cautionary statement. We undertake no obligation to update any forward-looking statements. Forward-looking statements speak only as of the date they are or were made, and we do not intend to update any forward-looking statements in order to reflect any event or circumstance occurring after the date of this news release, currently unknown facts or conditions or the occurrence of unanticipated events, except as required by law.


Q3-2017 Interim Report and Investor Conference Call Announcement

Company announcement no. 6/2017
October 24th  2017

Q3-2017 Interim Report and Investor Conference Call Announcement

CONTACT

Søren Søgaard Suhr, Acting CFO
+45 20 34 04 88 or

Anders Q. Christensen, Corporate Chief Accountant
+45 24 23 22 96

Welltec® will disclose its interim report for Q3-2017 on Monday October 30th 2017 and will discuss the result during an investor conference call at 5 pm CET.

The conference call will be available for bond holders, prospective investors, broker dealers and securities analysts and can be accessed by dialing in a few minutes before the start and informing the operator that you would like to participate in Welltec’s investor conference call.

Relevant dial-in details and conference ID can be obtained by contacting bkjelmann@welltec.com and registering for the call.

Finally, the Interim report will be made available on the “Investor” section of Welltec’s website at
http://www.welltec.com/investors/download-center/

For further information, please contact:

Søren Søgaard Suhr, Acting CFO, Cell: +45 20 34 04 88 or
Anders Q. Christensen, Corporate Chief Accountant, Cell: +45 24 23 22 96

Company Profile
Welltec® develops and delivers technology and solutions intended to transform the oil and gas industry. Our game-changing solutions are dedicated to optimizing the management and development of clients’ assets, both in the form of well completion technology and intervention services required to ensure performance and integrity. We operate in all types of onshore and offshore well environments, including the most extreme and hostile, such as deepwater, subsea, extended reach, heavy oil and unconventional gas and oil wells. Our lightweight solutions are based on a vision to improve safety while reducing environmental risks, fuel consumption and carbon footprints.


Interim Report Q2-2017

Company announcement no. 5/2017
August 29th  2017

Interim Report Q2-2017

CONTACT

Michael Krabbe, CFO
+(45) 30 34 30 00
mail: mkrabbe@welltec.com

Søren Søgaard Suhr, Director, Treasury & Investor Relations,
mobile: +45 2034 0488
mail: ssuhr@welltec.com

INVESTOR CONFERENCE CALL

Welltec® will discuss its results during an investor conference call today at 5pm CEST. The conference call will be available for bond holders, prospective investors, broker dealers and securities analysts and can be accessed by dialing in a few minutes before the start and informing the operator that you would like to participate in Welltec’s investor conference call. Relevant dial-in details and conference ID can be obtained by contacting bkjelmann@welltec.com. Finally, the Interim Report will be available on the “Investor” section of Welltec’s website at http://www.welltec.com/investors/download-center/.

Welltec International ApS
Gydevang 25, DK-3450 Allerød
Central Business Registration No: 30 69 50 03

For further information, please contact:
Michael Krabbe, Chief Financial Officer,
mobile: +45 3034 3000
mail: mkrabbe@welltec.com

Søren Søgaard Suhr, Director, Treasury & Investor Relations,
mobile: +45 2034 0488
mail: ssuhr@welltec.com

Company Profile
Welltec® develops and delivers technology and solutions intended to transform the oil and gas industry. Our game-changing solutions are dedicated to optimizing the management and development of clients’ assets, both in the form of well completion technology and intervention services required to ensure performance and integrity. We operate in all types of onshore and offshore well environments, including the most extreme and hostile, such as deepwater, subsea, extended reach, heavy oil and unconventional gas and oil wells. Our lightweight solutions are based on a vision to improve safety while reducing environmental risks, fuel consumption and carbon footprints.


Q2-2017 Interim Report and Investor Conference Call Announcement

Company announcement no. 4/2017
August 18th  2017

Q2-2017 Interim Report and Investor Conference Call Announcement

CONTACT

Michael Krabbe, CFO
+(45) 30 34 30 00

Kasper Berner, Treasury & Investor Relations
+(45) 52 13 89 03

Welltec® will disclose its interim report for Q2-2017 on Tuesday August 29th 2017 and will discuss the results during an investor conference call at 5 pm CEST.
The conference call will be available for bond holders, prospective investors, broker dealers and securities analysts and can be accessed by dialing in a few minutes before the start and informing the operator that you would like to participate in Welltec’s investor conference call.

Relevant dial-in details and conference ID can be obtained by contacting bkjelmann@welltec.com and registering for the call.

Finally, the Interim report will be made available on the “Investor” section of Welltec’s website at
http://www.welltec.com/investors/download-center/

For further information, please contact:
Michael Krabbe, CFO, Cell: +45 30 34 30 00 or
Kasper Berner, Treasury & Investor Relations, Cell: +45 52 13 89 03

Company Profile
Welltec® develops and delivers technology and solutions intended to transform the oil and gas industry. Our game-changing solutions are dedicated to optimizing the management and development of clients’ assets, both in the form of well completion technology and intervention services required to ensure performance and integrity. We operate in all types of onshore and offshore well environments, including the most extreme and hostile, such as deepwater, subsea, extended reach, heavy oil and unconventional gas and oil wells. Our lightweight solutions are based on a vision to improve safety while reducing environmental risks, fuel consumption and carbon footprints.


Q1-2017 Interim Report and Investor Conference Call Announcement

Company announcement no. 2/2017
May 17th  2017

Q1-2017 Interim Report and Investor Conference Call Announcement

CONTACT

Michael Krabbe, CFO
+(45) 30 34 30 00

Søren Søgaard Suhr, Director, Treasury & Investor Relations
+(45) 20 34 04 88

Welltec® will disclose its interim report for Q1-2017 on Wednesday May 24th 2017 and will discuss the results during an investor conference call at 5 pm CEST.

The conference call will be available for bond holders, prospective investors, broker dealers and securities analysts and can be accessed by dialing in a few minutes before the start and informing the operator that you would like to participate in Welltec’s investor conference call.

Relevant dial-in details and conference ID can be obtained by contacting bkjelmann@welltec.com and registering for the call.
Finally, the Interim report will be made available on the “Investor” section of Welltec’s website at http://www.welltec.com/investors/download-center/

For further information, please contact:
Michael Krabbe, CFO, Cell: +45 30 34 30 00 or
Søren Søgaard Suhr, Director, Treasury & Investor Relations, Cell: +45 20 34 04 88

Company Profile
Welltec® develops and delivers technology and solutions intended to transform the oil and gas industry. Our game-changing solutions are dedicated to optimizing the management and development of clients’ assets, both in the form of well completion technology and intervention services required to ensure performance and integrity. We operate in all types of onshore and offshore well environments, including the most extreme and hostile, such as deepwater, subsea, extended reach, heavy oil and unconventional gas and oil wells. Our lightweight solutions are based on a vision to improve safety while reducing environmental risks, fuel consumption and carbon footprints.


2016 Annual Report and Investor Conference Call announcement

Company announcement no. 1/2017
March 23, 2017

Welltec® will disclose its Annual Report for 2016 on Thursday, March 30th 2017 and will discuss the results during an investor conference call at 5 pm CET.

The conference call will be available for bond holders, prospective investors, broker dealers and securities analysts and can be accessed by dialing in a few minutes before the start and informing the operator that you would like to participate in Welltec’s investor conference call.

Relevant dial-in details and conference ID can be obtained by registering for the call with bkjelmann@welltec.com.

The Annual Report will be made available on the “Investors” section of Welltec’s website at http://www.welltec.com/investors/download-center/

For further information, please contact:
Michael Krabbe, CFO
Cell: +45 30 34 30 00 or
Simon Stadil, Director, Treasury & Investor Relations
Cell: +45 52 13 89 44

Company profile

Welltec® develops and delivers technology and solutions intended to transform the oil and gas industry. Our game-changing solutions are dedicated to optimizing the management and development of clients’ assets, both in the form of well completion technology and intervention services required to ensure performance and integrity. We operate in all types of onshore and offshore well environments, including the most extreme and hostile, such as deepwater, subsea, extended reach, heavy oil and unconventional gas and oil wells. Our lightweight solutions are based on a vision to improve safety while reducing environmental risks, fuel consumption and carbon footprints..


2016 Annual Report announcement

March 14th, 2017

Welltec® will disclose its Annual Report 2016 on Thursday, March 30th, 2017 and will discuss the results during an investor conference call at 5 pm CET that day.

Further details about the investor conference call will be available next week.

For further information, please contact:
Michael Krabbe, CFO,
Cell: +45 30 34 30 00 or
Simon Stadil, Director, Treasury & Investor Relations,
Cell: +45 52 13 89 44

Company profile

Welltec® develops and delivers technology and solutions intended to transform the oil and gas industry. Our game-changing solutions are dedicated to optimizing the management and development of clients’ assets, both in the form of well completion technology and intervention services required to ensure performance and integrity. We operate in all types of onshore and offshore well environments, including the most extreme and hostile, such as deepwater, subsea, extended reach, heavy oil and unconventional gas and oil wells. Our lightweight solutions are based on a vision to improve safety while reducing environmental risks, fuel consumption and carbon footprints.


Q3-2016 Interim Report and Investor Conference Call Announcement

17 November 2016
Company announcement no. 10/2016

Q3-2016 Interim Report and Investor Conference Call Announcement

CONTACT

Michael Krabbe, CFO
+(45) 30 34 30 00

Simon Stadil, Director, Treasury & Investor Relations
+(45) 52 13 89 44

Welltec® will disclose its interim report for Q3-2016 on Thursday, November 24th, 2016 and will discuss the results during an investor conference call at 5 pm CET.

The conference call will be available for bond holders, prospective investors, broker dealers and securities analysts and can be accessed by dialing in a few minutes before the start and informing the operator that you would like to participate in Welltec’s investor conference call.

Relevant dial-in details and conference ID can be obtained by contacting bkjelmann@welltec.com and registering for the call.

Finally, the Interim report will be made available on the “Investor” section of Welltec’s website at http://www.welltec.com/investors/download-center/

For further information, please contact:
Michael Krabbe, CFO, Cell: +45 30 34 30 00 or
Simon Stadil, Director, Treasury & Investor Relations, Cell: +45 52 13 89 44

Company Profile
Welltec® develops and delivers technology and solutions intended to transform the oil and gas industry. Our game-changing solutions are dedicated to optimizing the management and development of clients’ assets, both in the form of well completion technology and intervention services required to ensure performance and integrity. We operate in all types of onshore and offshore well environments, including the most extreme and hostile, such as deepwater, subsea, extended reach, heavy oil and unconventional gas and oil wells. Our lightweight solutions are based on a vision to improve safety while reducing environmental risks, fuel consumption and carbon footprints.


Q2-2016 Interim Report and Investor Conference Call Announcement

17 August 2016
Company announcement no. 8/2016

Q2-2016 Interim Report and Investor Conference Call Announcement

CONTACT

Michael Krabbe, CFO
+(45)-3034-3000

Simon Stadil, Director, Treasury & Investor Relations
+(45)- 5213-8944

Welltec® will disclose its interim report for Q2-2016 on Thursday, August 25th, 2016 and will discuss the results during an investor conference call at 5 pm CET.

The conference call will be available for bond holders, prospective investors, broker dealers and securities analysts and can be accessed by dialing in a few minutes before the start and informing the operator that you would like to participate in Welltec’s investor conference call.

Relevant dial-in details and conference ID can be obtained by contacting bkjelmann@welltec.com and registering for the call.

Finally, the Interim report will be made available on the “Investor” section of Welltec’s website at http://www.welltec.com/investors/download-center/

For further information, please contact:
Michael Krabbe, CFO

Simon Stadil, Director, Treasury & Investor Relations

Company Profile
Welltec® develops and delivers technology and solutions intended to transform the oil and gas industry. Our game-changing solutions are dedicated to optimizing the management and development of clients’ assets, both in the form of well completion technology and intervention services required to ensure performance and integrity. We operate in all types of onshore and offshore well environments, including the most extreme and hostile, such as deepwater, subsea, extended reach, heavy oil and unconventional gas and oil wells. Our lightweight solutions are based on a vision to improve safety while reducing environmental risks, fuel consumption and carbon footprints.