 Seacliff’s CEO Bill Crarer Under the terms of the deal, Churchill will acquire Seacliff and Seacliff’s shareholders will receive $17.14 in cash per share. The deal value represents a 23% premium to the volume-weighted average trading price over the past 20 trading days ending May 14, 2010. Both Churchill and Seacliff share similar growth-oriented strategies,” said Seacliff’s CEO Bill Crarer on the conference call announcing the deal. “We have determined that by putting these companies together, we can offer greater growth and advancement for our people, better capitalize on opportunities to secure larger projects currently beyond our capacity and broaden our reach across Canada.” Seacliff shares opened at $17.05 on Monday, 17% higher than their $14.55 per share close on Friday. The deal will combine Churchill’s Stuart Olsen Inc. with Seacliff’s Dominion Construction, the two largest entities of both firms, which will constitute approximately 75% of the combined company’s revenue. On a pro forma basis, the new Churchill will employ approximately 3,304 people, including 612 full-time salaried employees and approximately 2,692 hourly employees. Churchill is paying for the acquisition initially with cash on hand and through an underwritten $200 million equity bridge loan. However, prior to the close of the deal, which is expected in July, Churchill plans to raise approximately $200 million of equity and equity-related capital. Seacliff’s share price range during the past week: between $13.80 and $14.55; 52-week high: $15.29; 52-week low: $6.85.
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