Civeo Corporation (NYSE:CVEO) Files An 8-K Unregistered Sales of Equity Securities

Civeo Corporation (NYSE:CVEO) Files An 8-K Unregistered Sales of Equity Securities
Item 3.02.Unregistered Sales of Equity Securities.

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On February 28, 2018, Civeo USA LLC (“Civeo USA”), a wholly owned subsidiary of Civeo Corporation (“Civeo”), acquired a 400 room accommodations facility, 40 acres of land located near Lake Charles, Louisiana and related assets (the “Project”) from Lakeland, L.L.C. (“Seller”) to an asset purchase agreement dated February 28, 2018 (the “Purchase Agreement”) by and among Civeo USA, Seller and certain other signatories thereto. Under the terms of the Purchase Agreement, the total consideration paid to Seller consisted of $23.5 million in cash, 1,339,445 common shares of Civeo, no par value (“Common Shares”), and the assumption of specified liabilities. The Purchase Agreement also provides for the potential issuance of up to 1,190,618 additional Common Shares through December 2020 based upon the amount of qualifying revenue earned from the Project between July 1, 2019 and December 31, 2020. Of the Common Shares issued at closing, 595,309 Common Shares will be held in escrow for one year by Computershare Trust Company of Canada, acting as escrow agent, to support Seller’s indemnification obligations under the Purchase Agreement.

The issuance of the Common Shares was exempt from the registration requirements under the Securities Act of 1933 to Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated under the Securities Act. In connection with the Purchase Agreement, Seller represented to Civeo USA that it is an “accredited investor” as defined in each of Rule 501(a) of Regulation D promulgated under the Securities Act.

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