CE Franklin Ltd. has entered into an arrangement agreement (the "Arrangement Agreement") with a wholly owned National Oilwell Varco, Inc. (NOV) subsidiary, NOV Distribution Services ULC ("NDS"), pursuant to which, NDS has agreed to acquire all of the issued and outstanding common shares (the "Common Shares") of CE Franklin for consideration of CAD$12.75 in cash per Common Share. The transaction will be implemented by way of a statutory plan of arrangement (the "Arrangement").

The total consideration payable under the Arrangement is approximately CAD$240 million. The consideration per Common Share represents a 36% premium to the closing price of the Common Shares on the TSX on May 30, 2012 and a 36% premium to the volume weighted average price of the Common Shares on the TSX over the 20-day period prior to April 17, 2012, when the Company announced that it was conducting a review of strategic alternatives.

Tags: CE Franklin, National Oilwell Varco