HOUSTON, Jan. 22, 2019 /PRNewswire/ -- Sentinel
Energy Services Inc. (Nasdaq: STNL) (the "Company" or "Sentinel")
today announced that the special meeting (the "Special Meeting") to
approve the proposed business combination (the "Business
Combination") between the Company and Strike Capital, LLC
("Strike") will be held on February 5,
2019. The Special Meeting is being held in lieu of the
Company's 2018 annual meeting of stockholders. The Company also
announced that it has filed and mailed its definitive proxy
statement for the Special Meeting to its stockholders of record as
of January 14, 2019, the record date
(the "Record Date"). The closing of the Business Combination (the
"Closing") is subject to approval by the Company's stockholders and
the satisfaction of other customary closing conditions. The Closing
is expected to occur as soon as practicable after the Special
Meeting.
About Sentinel Energy Services Inc.
Sentinel is a blank check company formed for the purpose of
effecting a merger, capital stock exchange, asset acquisition,
stock purchase, reorganization or similar business combination with
one or more businesses.
About Strike
Strike is a Texas limited
liability company and was formed in 2003. Strike provides a full
complement of pipeline infrastructure and integrity services,
including new construction, make-ready, testing, inspection,
maintenance, repairs, rehabilitation, upgrades, facility
construction and reconnection. Strike operates through multiple
locations across its national footprint, with corporate
headquarters located in The Woodlands,
Texas. Strike is controlled by a group of investment funds
managed by OEP Capital Advisors, L.P.
Important Information About the Business Combination and
Where to Find It
In connection with the proposed Business Combination, the
Company has filed a definitive proxy statement with the
SEC. The definitive proxy statement and other relevant
materials for the Business Combination were mailed to stockholders
of the Company as of the Record Date. The Company's stockholders
and other interested persons are advised to read the definitive
proxy statement and any supplements or amendments thereto and any
documents incorporated by reference therein filed in connection the
Business Combination, as these materials contain important
information about Strike, the Company and the Business
Combination. Stockholders may obtain copies of the
definitive proxy statement and other documents filed with the SEC,
without charge, at the SEC's web site at www.sec.gov, or by
directing a request to: Sentinel Energy Services Inc., 700
Louisiana Street, Suite 2700, Houston,
Texas 77002, Attention: General Counsel and Secretary, (281)
407-0686.
Participants in the Solicitation
The Company and its directors and executive officers may be
deemed participants in the solicitation of proxies from the
Company's stockholders with respect to the Business Combination. A
list of the names of those directors and executive officers and a
description of their interests in the Company is contained in the
Company's definitive proxy statement, which was filed with the SEC
and is available free of charge at the SEC's web site at
www.sec.gov, or by directing a request to Sentinel Energy Services
Inc., 700 Louisiana Street, Suite 2700, Houston, Texas 77002, Attention: General
Counsel and Secretary, (281) 407-0686.
Strike and its directors and executive officers may also be
deemed to be participants in the solicitation of proxies from the
stockholders of the Company in connection with the Business
Combination. A list of the names of such directors and executive
officers and information regarding their interests in the Business
Combination is included in the definitive proxy statement for the
Business Combination.
Forward-Looking Statements
This press release includes "forward-looking statements" within
the meaning of the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995. The Company's and
Strike's actual results may differ from their expectations,
estimates and projections and consequently, you should not rely on
these forward looking statements as predictions of future events.
Words such as "expect," "estimate," "project," "budget,"
"forecast," "anticipate," "intend," "plan," "may," "will," "could,"
"should," "believes," "predicts," "potential," "continue," and
similar expressions are intended to identify such forward-looking
statements. These forward-looking statements include, without
limitation, the Company's and Strike's expectations with respect to
the timing of the Special Meeting, the satisfaction of the closing
conditions to the Business Combination and the timing of the
completion of the Business Combination. These forward-looking
statements involve significant risks and uncertainties that could
cause the actual results to differ materially from the expected
results. Most of these factors are outside the Company's and
Strike's control and are difficult to predict. Factors that may
cause such differences include, but are not limited to: (1) the
occurrence of any event, change or other circumstances that could
give rise to the termination of the transaction agreement and plan
of merger relating to the Business Combination (the "Transaction
Agreement") or could otherwise cause the Business Combination to
fail to close; (2) the outcome of any legal proceedings that may be
instituted against the Company and Strike following the
announcement of the Transaction Agreement and the transactions
contemplated therein; (3) the inability to complete the Business
Combination, including due to failure to obtain approval of the
stockholders of the Company or other conditions to closing in the
Transaction Agreement; (4) the inability to obtain or maintain the
listing of the shares of common stock of the post-acquisition
company on the New York Stock Exchange following the Business
Combination; (5) the risk that the announcement and consummation of
the Business Combination disrupts current plans and operations; (6)
the ability to recognize the anticipated benefits of the Business
Combination, which may be affected by, among other things,
competition, the ability of the combined company to grow and manage
growth profitably and retain its key employees; (7) costs related
to the Business Combination; (8) changes in applicable laws or
regulations; (9) the possibility that Strike or the combined
company may be adversely affected by other economic, business,
and/or competitive factors; and (10) other risks and uncertainties
indicated from time to time in the definitive proxy statement
relating to the Business Combination, including those under "Risk
Factors" therein, and in the Company's other filings with the SEC.
The Company cautions that the foregoing list of factors is not
exclusive. The Company cautions readers not to place undue reliance
upon any forward-looking statements, which speak only as of the
date made. The Company does not undertake or accept any obligation
or undertaking to release publicly any updates or revisions to any
forward-looking statements to reflect any change in its
expectations or any change in events, conditions or circumstances
on which any such statement is based.
No Offer or Solicitation
This press release shall not constitute a solicitation of a
proxy, consent or authorization with respect to any securities or
in respect of the Business Combination. This press release shall
also not constitute an offer to sell or the solicitation of an
offer to buy any securities, nor shall there be any sale of
securities in any states or jurisdictions in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
No offering of securities shall be made except by means of a
prospectus meeting the requirements of section 10 of the Securities
Act of 1933, as amended, or an exemption therefrom.
Contacts
For the Company
Kent Jamison
(281) 407-0686
kent@cslenergy.com
For Strike
Frank McCawley
(713) 389-3000
frank.mccawley@strikeusa.com
For Media
Brian Brooks
(281) 323-6644
Strike.PR@strikeusa.com
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SOURCE Sentinel Energy Services Inc.