FOR IMMEDIATE RELEASE: March 5, 2007
Wavefront Completes Acquisition Of Top Gun Sand Pumps & Rentals
EDMONTON, Alta Mar 05,
2007/ Wavefront Energy and Environmental Services Inc.
(“Wavefront”), a leader in technology development and implementation
for improved oil recovery and optimized groundwater remediation is
pleased to announce that it has completed the acquisition of (the
“Acquisition”) all of the issued and outstanding shares of Top Gun
Sand Pumps & Rentals Ltd. (“Top Gun”), an arms length, privately
held Saskatchewan company.
Top Gun has been in operation since 1995 as an oil service company
in the heavy oil industry, operating primarily in western Canada.
Top Gun offers rentals and sales of sand pumps and associated well
bore pumping and cleaning equipment. The sand pumps offered by Top
Gun are known as Continuous Sand Extraction Systems (“CSES”). The
CSES approach is an established alternative to conventional pumping
equipment for use in heavy oil wells that exhibit chronic plugging
from debris such as shale, pyrite, coal, waxes, etc. The CSES method
reduces, and in some cases prevents, plugging from occurring
resulting in wells going from zero or very low volumes of oil
production to production levels where the wells are considered
economic successes.
Top Gun’s management reported, unaudited, consolidated revenue of
$810,577 with net income (before taxes) of $223,989 for the six
months ending January 31, 2007. For fiscal year ended July 31, 2006
Top Gun’s management reported, unaudited, consolidated revenue of
$1,179,798 earnings with net income (before taxes) of $203,300.
Total consideration for the Acquisition was One Million Two Hundred
Thousand Dollars (CN $1,200,000) (the “Purchase Price”). Of the
total Purchase Price, Wavefront paid $600,000 cash and issued
600,000 common shares (the “Shares”) in the capital of Wavefront at
a deemed price of $1.00 per share. No finders’ or similar fees were
paid in connection with the transaction. In accordance with TSX
Venture Exchange policies, the Shares will be subject to a “hold
period” of four months plus one day expiring on July 2, 2007.
Although not required by Exchange policies, Top Gun’s principals
have agreed to place the Shares in escrow pursuant to an escrow
agreement, utilizing a surplus securities release structure which
entails periodic release over three years from the date of closing.
In addition, all Top Gun shareholder loans, debts and accrued
interest were restructured as unsecured and non-interest bearing, to
be repaid over three (3) years.
Furthermore, to coincide with the Wavefront brand Top Gun’s name
will shortly be changed to Wavefront Sand Pumps & Rentals Ltd., with
the by-laws, articles, and share capital remaining unchanged.
Wavefront President and CEO Brett Davidson stated, “We are pleased
to have closed the acquisition of Top Gun which management believes
is poised for considerable growth given its established track record
of performance in resurrecting oil production in problematic wells.
There is no question that the CSES approach is a valuable asset to
heavy oil production and its use will further expand with continued
development in the global heavy oil sector. Wavefront plans to
enlarge Top Gun’s current operations to gain greater market
penetration in western Canada as well as internationally.”
Mr. Davidson further commented, “With the addition of Top Gun, the
proposed acquisition of ICI Solutions (www.ici.ca), and our existing Powerwave™
Process Wavefront is well positioned to offer a solid, proven suite
of patented technologies to address two of the toughest problems in
the oil industry: improved production and greater ultimate oil
recovery. The technology strengths of Wavefront’s integrated group
of companies will better serve mutual clients and create new
opportunities for growth. As we look to add further oil properties
through acquisition and partnerships we can do so confidently
knowing we have key technologies to maximize oil production and
build shareholder value.”
About Wavefront Energy and Environmental
Services Inc.
Wavefront is a technology-based company with a focused, strategic
plan to leverage the value of our intellectual property in order to
maximize oil production recovery operations, as well as provide
additional solutions for environmental applications.
For further information please contact: Brad Paterson, CFO and Director
780-486-2222 ext. 224 Tel
investor.info@onthewavefront.com
On behalf of the Board Of Directors,
Wavefront Energy & Environmental Services Inc.
“D. Brad Paterson” (signed)
D. Brad Paterson, CFO and
Director
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