According to the Complaint, on December 12, 2016, Seventy Seven Energy announced that it had entered into an Agreement and Plan of Merger (“Merger Agreement”), pursuant to which Patterson-UTI will acquire Seventy Seven Energy in exchange for newly issued shares of Patterson-UTI common stock (the “Proposed Transaction”). Pursuant to the terms of the Merger Agreement, Seventy Seven Energy shareholders will receive shares of Patterson-UTI common stock based upon an agreed upon exchange ratio (the “Exchange Ratio”)1. The Exchange Ratio will be 1.7725 if all outstanding Series A warrants of SSE are exercised for cash, no other warrants are exercised, no other shares of SSE are issued prior to closing and certain other assumptions occur.
The Complaint alleges the Exchange Ratio is insufficient and undervalues the Company in light of its recent financial performance and strong growth prospects.
Pursuant to a stipulation by the parties, this case was dismissed on May 31, 2017.