Foxcode, Inc. Announces Closing of $210 Million Bond Issuance for US Shale Solutions, Inc.

Philadelphia, PA - (September 15, 2014) - Foxcode, Inc., a merchant banking firm, announced the successful closing of a $210 million bond issuance of three-year senior secured notes to form US Shale Solutions, Inc. Collectively, Foxcode completed this new issue with Jefferies & Company, Inc., the Sole Book-Running Manager.

The deal financed the acquisition of four oilfield services companies - Ritter Construction Company, W. Pidhirney Welding Ltd., Culberson Construction, Inc., and J4 Fluid Services, Inc. - which have been combined to operate as US Shale Solutions, Inc. The company is a full-service provider of infrastructure, fluids, and completion services to energy companies operating in unconventional oil and gas plays throughout North America, including the Permian and Eagle Ford in Texas and the Western Canadian Sedimentary Basin in Alberta. US Shale’s Chief Executive Officer is Jerrit Coward and its Chief Financial Officer is Patrick Schneider, both of whom formerly held executive positions at Willbros Group, Inc.

“Given unconventional oil and gas demands, E&P companies are increasingly requiring more efficient services that are highly compliant for safety and environmental regulations. US Shale Solutions, Inc. has been formed in response to these demands. Each of the four companies operating under US Shale has a strong operational base and deep customer relationships. We expect the company to benefit from increased capital availability and the addition of professional management systems,” said Foxcode Founder and Chief Executive Officer Dr. Robert E. Willis.

“Our goal is to be the industry innovator using technology-enabled, strategically integrated products and services. Our four companies are the leaders in quality and safety. With our increased access to capital and expanded service offerings, we expect to further strengthen customers’ satisfaction and scale efficiently through the use of operational playbooks and technology. Additionally, we will be implementing a rigorous culturally appropriate integration process to lower risk and optimize operational efficiencies " said Mr. Coward.

In addition to Dr. Willis, the Foxcode team was led by Paul de Janosi, President and Steve Richardson, Chief Financial Officer and included Jennifer Steffney, Senior Associate and Mason McFalls, Business Development. “Our teams’ strong collective capabilities and dedication brought this unique opportunity from the idea stage to closing in under one year, despite the inherent complexity of bringing four companies to a simultaneous close,” said Mr. de Janosi.

Jefferies, the Sole Book-Running Manager, was led by Jay Levy, Managing Director and Libor Michel, Senior Vice President, representing the Energy Investment Banking division; and Craig Zaph, Managing Director and Jim O’Connor, Vice President, representing the Leveraged Finance Origination division. Additionally, Brian Wolfe, Global Head of Leveraged Finance and Courtney Tuttle, Managing Director of the Financial Sponsor division played a significant role in the transaction.

Law firms involved in the transaction include Seyfarth Shaw LLP, Latham & Watkins LLP and Dechert LLP.

About Foxcode

Foxcode is a merchant banking firm in Philadelphia, PA and Shenzhen, China that advises and invests in projects globally. Foxcode was formed to invest in middle-market companies where the strategic and operating expertise of Foxcode’s principals can provide financing, growth initiatives and operational effectiveness. Foxcode’s industry focus includes Energy, Infrastructure, and Telecommunications with an emphasis on technology-enabled solutions. Since 2004, Foxcode has completed principal equity investments and advised clients on transactions in North and South America, the Middle East, Asia, and the United Kingdom.