This says there was a press release, but I didn't see it.
Entry into a Material Definitive Agreement, Other Events, Financial Stat
Item 1.01 Entry into a Material Definitive Agreement On May 14, 2008, CETCO Oilfield Services Company ("COSCO"), a Delaware corporation and wholly-owned subsidiary of AMCOL International Corporation (the "Company") entered into, an Asset Purchase Agreement (the "Purchase Agreement") with Premium Reeled Tubing, L.L.C., a Louisiana limited liability company ("PRT"), pursuant to which COSCO purchased substantially all the assets, and assumed certain liabilities, of PRT related to or used in the oilfield service and coil tubing industries (the "Acquisition"). The aggregate purchase price was $44.2 million in cash and stock of the Company, and the Acquisition was completed with entry into the Purchase Agreement on May 14, 2008, effective as of 10:00 a.m., Central Time, on May 15, 2008. The foregoing does not purport to be a complete description of the Purchase Agreement and is qualified in its entirety by reference to the Purchase Agreement, a copy of which is attached hereto as Exhibit 10.1 and which is incorporated herein by reference to provide information regarding its terms.
The Purchase Agreement contains representations and warranties that should not be relied upon by investors as statements of factual information. Except for its status as the contractual document between the parties with respect to the transactions described therein, the Purchase Agreement is not intended to provide factual information about the parties. The representation and warranties were made only for purposes of the Purchase Agreement, as of specific dates, and were solely for the benefit of the parties to the Purchase Agreement, which may be subject to limitations agreed to by the parties, including being qualified by disclosures between the parties. These representations and warranties may also have been made for purposes of allocating contractual risk between the parties to the Purchase Agreement instead of establishing these matters as facts, and may be subject to standards of materiality applicable to the parties that differ from those applicable to investors.
Steve, I got this from the 8-k filed in the Edgar data base:
ARLINGTON HEIGHTS, IL., May 19, 2008 - AMCOL International Corporation (NYSE: ACO), today announced that its subsidiary, CETCO Oilfield Services Company has acquired the business assets of Premium Reeled Tubing, L.L.C. (PRT). Incorporated in 2005, PRT is principally engaged in coiled tubing services which is commonly used in workovers and completions of oil and gas production wells. This acquisition will complement the existing nitrogen, rental tools and well testing businesses by adding coiled tubing services for both on and offshore applications.
The total purchase price was $44.2 million, of which $40.6 million was paid in cash and $3.6 million in stock. Other terms of the transaction were not disclosed.
Michael Johnson, President of CETCO Oilfield Services Company, stated “The synergies with our existing business lines and PRT are excellent and by combining existing customers and sales efforts we expect immediate growth opportunities. PRT has a great business model and some of the most experienced personnel in the marketplace.”
“The acquisition of PRT represents an expanded opportunity for CETCO Oilfield Services to further focus on specialized offerings. The combination of top quality equipment and a very strong management team matches perfectly with our long-term plans,” stated Greg Norman, Vice President CETCO Oilfield Services Company. PRT has operations bases in Louisiana and Texas with nearly 70 employees.