Civeo Corporation (Canada) filed SEC Form 8-K: Entry into a Material Definitive Agreement
$CVEO
Hotels/Resorts
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): February 18, 2025
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Item 1.01 — Entry into a material definitive agreement
On February 18, 2025, a wholly owned subsidiary of Civeo Corporation (the “Company”), Civeo Pty Ltd (the “Buyer”), entered into an Asset Sale and Purchase Agreement (the “Purchase Agreement”) with the seller parties named therein (the “Sellers”) and Graham William Cleary as the Seller Guarantor (collectively with the Sellers and the Buyer, the “Parties”). Under the terms and subject to the conditions set forth in the Purchase Agreement, at closing, the Buyer will acquire four villages with 1,340 rooms in Australia’s Bowen Basin and the associated assets and customer contracts (the “Assets”). The consideration for the acquisition payable at closing will be A$105,000,000, subject to certain adjustments and provisions contained in the Purchase Agreement.
Consummation of the transactions contemplated by the Purchase Agreement is subject to various closing conditions, including but not limited to: (i) the written consent from each customer party to a customer contract, consenting to the assignment of such contract to the Buyer, or a novation of such contract in favor of the Buyer, in each case on terms acceptable to the Buyer; (ii) the Buyer having obtained, on terms acceptable to it, all authorizations, consents, licenses and permits required for it to conduct the Assets, including shared facility accommodation certificates; and (iii) receipt of certain other certificates, approvals, amendments and licenses identified therein. The Purchase Agreement may be terminated by any Party by notice given to each other Party if such conditions are not satisfied or waived by the Buyer by August 18, 2025 (or such later date as is agreed by the Parties), provided that this period is subject to extension on a rolling monthly basis, for up to an additional six months, in certain circumstances.
The Purchase Agreement contains customary representations, warranties and covenants by each Party. The covenants relate to, among other things, the conduct by the Sellers during the period between the signing of the Purchase Agreement and the closing and the Parties’ efforts to obtain the applicable certificates, approvals and licenses in connection with the Purchase Agreement. Each Seller has agreed to indemnify the Buyer for losses incurred for breaches of representations and warranties and certain other matters, subject to specified limitations.
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The foregoing description of the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to a copy of the Purchase Agreement, which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the year ended December 31 2024.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: February 21, 2025
CIVEO CORPORATION
By: /s/ E. Collin Gerry ,
Name: E. Collin Gerry
Title: Senior Vice President, Chief Financial Officer and Treasurer