Superior Drilling Products Shareholders Approve Acquisition by Drilling Tools International
30 Juillet 2024 - 12:55PM
Business Wire
Superior Drilling Products, Inc. (NYSE American: SDPI) (“SDP” or
the “Company”), a designer and manufacturer of drilling tool
technologies, today announced that its shareholders voted to
approve the acquisition of SDP by Drilling Tools International
Corporation (“DTI”) (Nasdaq: DTI) at the special meeting of
shareholders held yesterday.
Troy Meier, SDP’s Chairman and CEO, stated, “We are pleased to
have reached this important milestone and appreciate the support of
our shareholders. Their confidence reflects a shared recognition of
the tremendous opportunities ahead as a combined company. We are
committed to ensuring a seamless transition and are excited to
embark on this new chapter.”
More than 99% of the shares voted at the special meeting
(representing approximately 77% of the total shares of SDPI
outstanding as of the record date) were voted in favor of the
merger agreement. SDP will file the final vote results, as
certified by the independent Inspector of Election, on a Form 8-K
with the U.S. Securities and Exchange Commission.
The closing of the transaction is expected to occur on August 1,
2024. Upon completion of the transaction, SDP’s common stock will
no longer be listed on any public market.
About Superior Drilling Products, Inc. Superior Drilling
Products, Inc. is an innovative, cutting-edge drilling tool
technology company providing cost saving solutions that drive
production efficiencies for the oil and natural gas drilling
industry. The Company designs, manufactures, repairs, and sells
drilling tools. SDP drilling solutions include the patented
Drill-N-Ream® well bore conditioning tool and the patented Strider™
oscillation system technology. In addition, SDP is a manufacturer
and refurbisher of PDC (polycrystalline diamond compact) drill bits
for leading oil field service companies. SDP operates a
state-of-the-art drill tool fabrication facility, where it
manufactures its solutions for the drilling industry, as well as
customers’ custom products. Additional information about the
Company can be found at sdpi.com.
Safe Harbor Regarding Forward-Looking Statements This
news release contains forward-looking statements and information
that are subject to a number of risks and uncertainties, many of
which are beyond our control. All statements, other than statements
of historical fact included in this release, including, without
limitation, statements regarding the proposed transaction, the
Company’s strategy, future operations, success at developing future
tools, the Company’s effectiveness at executing its business
strategy and plans, financial position, estimated revenue and
losses, projected costs, prospects, plans and objectives of
management, and ability to outperform are forward-looking
statements. The use of words “could,” “believe,” “anticipate,”
“intend,” “estimate,” “expect,” “may,” “continue,” “predict,”
“potential,” “project”, “forecast,” “should,” “plan or “will,” and
similar expressions are intended to identify forward-looking
statements, although not all forward -looking statements contain
such identifying words. These statements reflect the beliefs and
expectations of the Company and are subject to risks and
uncertainties that may cause actual results to differ materially.
These risks and uncertainties include, among other factors, the
effectiveness of success at expansion in the Middle East, options
available for market channels in North America, the deferral of the
commercialization of the Strider technology, the success of the
Company’s business strategy and prospects for growth; the market
success of the Company’s specialized tools, effectiveness of its
sales efforts, its cash flow and liquidity; financial projections
and actual operating results; the amount, nature and timing of
capital expenditures; the availability and terms of capital;
competition and government regulations; the duration of the
COVID-19 pandemic and related impact on the oil and natural gas
industry; general economic conditions; the conditions to the
completion of the proposed transaction, the closing of the proposed
transaction may not occur or could be delayed, either as a result
of litigation related to the transaction or otherwise or result in
significant costs of defense, indemnification, and liability, the
risk that the cost savings and any other synergies from the
transaction may not be fully realized by DTI or may take longer or
cost more to be realized than expected, including that the
transaction may not be accretive to DTI within the expected
timeframe or the extent anticipated, completing the transaction may
distract DTI and Company management from other important matters,
the possibility that any or all of the various conditions to the
consummation of the proposed transaction may not be satisfied or
waived, including the failure to receive any required regulatory
approvals from any applicable governmental entities (or any
conditions, limitations or restrictions placed on such approvals),
the possibility that competing offers or acquisition proposals for
the Company will be made, the occurrence of any event, change or
other circumstance that could give rise to the termination of the
definitive transaction agreement relating to the proposed
transaction, including in circumstances, which would require a
party to pay a termination fee, the effect of the announcement or
pendency of the proposed transaction on the Company’s ability to
attract, motivate or retain key executives and employees, its
ability to maintain relationships with its customers, suppliers and
other business counterparties, or its operating results and
business generally, risks related to the proposed transaction
diverting management’s attention from the Company’s or DTI’s
ongoing business operations, the amount of costs, fees and expenses
related to the proposed transaction, the risk that the Company’s or
DTI’s stock price may decline significantly if the proposed
transaction is not consummated, and the risk of shareholder
litigation in connection with the proposed transaction, including
resulting expense or delay. These and other risks and uncertainties
separately provided to you and indicated from time to time
described in filings and potential filings by the Company with the
Securities and Exchange Commission could adversely affect the
outcome and financial effects of the Company’s plans and described
herein. The Company undertakes no obligation to revise or update
any forward-looking statements to reflect events or circumstances
after the date hereof except as required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20240730065922/en/
For more information, contact investor relations: Deborah
K. Pawlowski / Craig P. Mychajluk Kei Advisors LLC 716-843-3908 /
716-843-3832 dpawlowski@keiadvisors.com /
cmychajluk@keiadvisors.com
Superior Drilling Products (AMEX:SDPI)
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