Entrec Signs Definitive Agreement to Acquire GT's Crane and Transportation Services Inc.

ENTREC Corporation (TSX VENTURE:ENT) ("ENTREC") today announced that it has
signed a definitive agreement to acquire a 100% interest in GT's Crane and
Transportation Services Inc. and all of its operating subsidiaries ("GT's").
Based in Grande Prairie, Alberta, GT's has 180 employees and operates a fleet of
45 cranes, including all-terrain, rough-terrain and picker trucks, 130
multi-wheeled trailers and 50 tractors. GT's has invested heavily in growing its
equipment base over the past two years and now owns a modern fleet with a
current average age of less than four years and fair value of approximately $37
million. GT's operations include Grande Prairie, Whitecourt, and Leduc, Alberta
and Dawson Creek and Fort Nelson, B.C. 


"We are pleased to welcome GT's to the ENTREC team," said John M. Stevens,
ENTREC's President and COO. "GT's has a reputation for strong customer service
in the regions it serves, and comes with an excellent management team and
experienced employee base. With the combined operations of ENTREC and GT's, we
believe we will be well positioned to capture a significant portion of planned
future investments in Liquefied Natural Gas ("LNG") driven infrastructure within
these regions. This is in addition to the strong market position we already
enjoy in Northwest B.C. where many of the proposed LNG facilities will be
constructed. The acquisition is also expected to be immediately accretive to our
earnings per share for fiscal 2013, even before accounting for significant
annual operating synergies." 


"We are very excited to combine our team with ENTREC's," said Greg Toews, GT's
President and CEO. "We believe ENTREC is a great fit for both our customers and
our employees, and that the business combination will enable us to better
capture significant growth in these regions."


Post-closing, Mr. Toews will be appointed as ENTREC's Executive Vice President
Operations and oversee ENTREC's business operations in Northwest Alberta and
Northeast B.C. 


The aggregate consideration payable for GT's will consist of (i) the issuance of
9,054,336 common shares of ENTREC; (ii) $37,223,380 in cash; and (iii) an
unsecured promissory note of $7,293,770 bearing interest at an annual rate of
7.25% and due July 2, 2016. ENTREC plans to utilize its senior credit facilities
to finance the cash portion of the purchase price and will not assume any
long-term debt obligations as part of the transaction. The acquisition of GT's
is expected to close on or about July 2, 2013.


The purchase price will also be subject to adjustment based on GT's normalized
earnings before interest, taxes, depreciation and amortization ("EBITDA") for
the 12-month period ending June 30, 2013 and working capital as at June 30,
2013. ENTREC anticipates GT's will generate revenue of approximately $53.0
million and normalized EBITDA of approximately $14.3 million during the 12
months ended June 30, 2013 and have positive working capital of $7.5 million at
closing. The cash portion of the purchase price will be subject to reduction if
GT's normalized EBITDA for the trailing 12 months ending June 30, 2013 is below
$14.3 million. ENTREC currently anticipates recurring annual operating cost
synergies of approximately $3.0 million as a result of the acquisition, which
will be achieved through facility consolidations and the elimination of
redundant administrative and operating costs. 


ENTREC Updates Capital Expenditure Program

ENTREC also today announced it plans to update its 2013 capital expenditure
program as a result of the GT's acquisition. ENTREC believes it will be able to
reallocate currently underutilized equipment of GT's, negating the need for
capital expenditures on certain tractor and trailer equipment. ENTREC is
reallocating approximately $6.0 million of these expenditures to add additional
capacity to its crane fleet as well as acquire self-propelled modular trailers
("SPMTs"). SPMTs are specialized self-propelled platform trailers that are used
extensively in the on-going maintenance of large industrial facilities. ENTREC
has recently taken delivery of its first SPMT units under lease rental and
expects additional SPMTs to arrive into its fleet through its capital
expenditure program this fall. ENTREC estimates its revised 2013 capital
expenditure program of $53 million (up from $50 million previously) will consist
of the following components:




Cranes (all-terrain, rough terrain, crawlers, truck cranes,                 
 picker trucks)                                                  $29 million
Heavy haul transportation equipment (including SPMTs)            $13 million
Fort McMurray land and improvements                               $7 million
Other                                                             $4 million
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Total                                                            $53 million



Although not required to complete the acquisition of GT's or its 2013 capital
expenditure program, ENTREC anticipates it will also increase its senior credit
facilities to a total of $190 million (from $140 million currently), consisting
of a $20 million operating facility and a $170 million revolving term facility.
This increase will ensure ENTREC continues to have significant unutilized credit
facilities available to provide maximum flexibility on a go forward basis. 


Raymond James Ltd. is acting as exclusive financial advisor to GT's with respect
to the transaction.


Reader Advisory

Completion of the proposed acquisition of GT's is subject to, among other
things, regulatory approval (including but not limited to the approval of the
TSX Venture Exchange), lender approval, and the completion of customary closing
conditions. There can be no assurance that these conditions precedent, or any
other conditions precedent, will be satisfied. Further, there can be no
assurance that the proposed transaction will be completed as proposed or at all.



About ENTREC

ENTREC is a leading provider of heavy lift and heavy haul services with
offerings encompassing crane services, heavy haul transportation, engineering,
logistics and support. ENTREC provides these services to the oil and natural
gas, construction, petrochemical, mining and power generation industries.
ENTREC's common shares trade on the TSX Venture Exchange under the trading
symbol "ENT". 


Forward-looking statements

This press release contains forward-looking statements that reflect ENTREC's
current beliefs and that are based on information currently available to ENTREC.
These statements require ENTREC to make assumptions it believes are reasonable
but, as a result of such assumptions, such forward-looking statements are
subject to inherent risks and uncertainties. Actual results and developments may
differ materially from the results and developments discussed in the
forward-looking statements as certain of these risks and uncertainties are
beyond ENTREC's control. 


Examples of such forward-looking statements in this press release relate to, but
are not limited to, (i) ENTREC's expectation that the GT's acquisition will be
completed and the terms on which it will be completed; (ii) ENTREC's belief the
acquisition of GT's will position ENTREC as a leading heavy lift and heavy haul
company in Northeast B.C. and Northwest Alberta and strongly position ENTREC to
benefit from the expected future investments in LNG driven natural gas
infrastructure spending; (iii) ENTREC's anticipation that GT's will generate
normalized EBITDA of approximately $14.3 million during the 12 months ended June
30, 2013 and have positive working capital of $7.5 million at closing, (iv)
ENTREC's anticipation of recurring annual operating cost synergies of
approximately $3.0 million as a result of the acquisition; (v) ENTREC's
expectation that the acquisition of GT's will be immediately accretive to
earnings per share in fiscal 2013; (vi) ENTREC's ability to complete its revised
2013 capital expenditure program; and (vii) ENTREC's ability to increase its
senior credit facilities to $190 million. These forward-looking statements rely
on certain expectations and assumptions, including, among others, (i) closing
conditions to the transactions being completed and ENTREC obtaining lender and
regulatory approval; (ii) GT's meeting or exceeding ENTREC's internal synergy
savings, revenue, net income, and cash flow forecasts for the referenced
periods, and (iii) ENTREC's ability to receive delivery of and finance its 2013
planned capital expenditures or receive lender approval to increase its credit
facilities. 


Although ENTREC believes that the expectations and assumptions on which such
forward-looking statements are based are reasonable, undue reliance should not
be placed on the forward-looking statements because ENTREC can give no assurance
that they will prove to be correct. ENTREC may not be able to obtain all
required approvals to complete the GT's acquisition. Further, ENTREC's and GT's
ability to achieve those internal synergy, revenue, net income and cash flow
forecasts may be negatively impacted by a variety of factors including, but are
not limited to, ENTREC's ability to achieve facility consolidations or the
elimination of redundant administrative and operating costs, fluctuations in the
demand for specialized crane and heavy haul transportation services in the areas
GT's serves, political and economic conditions, industry competition, and
ENTREC's and GT's ability to attract and retain both customers and key
personnel. Readers are cautioned not to place undue reliance on these
forward-looking statements, which are given as of the date hereof, and to not
use such forward-looking statements for anything other than their intended
purpose. ENTREC undertakes no obligation to update publicly or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise, except as required by law.


FOR FURTHER INFORMATION PLEASE CONTACT: 
ENTREC Corporation
Rod Marlin
Chairman & CEO
(780) 960-5647


ENTREC Corporation
John M. Stevens
President & COO
(780) 960-5625


ENTREC Corporation
Jason Vandenberg
CFO
(780) 960-5630
Entrec Corporation (TSXV:ENT)
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