VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • September 1st, 2020 • Liberty Oilfield Services Inc. • Oil & gas field services, nec • Delaware
This VOTING AND SUPPORT AGREEMENT, dated as of August 31, 2020 (the “Agreement”), among Schlumberger Technology Corporation, a Texas corporation (“Schlumberger US”), Schlumberger Canada Limited, a corporation organized pursuant to the laws of the Province of Alberta (“Schlumberger Canada” and, together with Schlumberger US, the “Sellers”), Christopher A. Wright, an individual residing in the State of Colorado (“Holder”), and Liberty Oilfield Services Inc., a Delaware corporation (the “Company”).
Schlumberger to Contribute North American Pressure Pumping Business to Liberty Supercharging Technology and Scale in North American Pressure PumpingContribution Agreement • September 1st, 2020 • Liberty Oilfield Services Inc. • Oil & gas field services, nec
DENVER & HOUSTON, September 1, 2020—Liberty Oilfield Services Inc. (NYSE: LBRT) and Schlumberger (NYSE: SLB) announced today an agreement for the contribution of Schlumberger’s onshore hydraulic fracturing business in the United States and Canada (“OneStim®”), including its pressure pumping, pumpdown perforating, and Permian frac sand businesses to Liberty, in exchange for a 37% equity interest in the combined company. The combined company will deliver best-in-class completion services for the sustainable development of unconventional resource plays in the United States and Canada land markets.
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • September 1st, 2020 • Liberty Oilfield Services Inc. • Oil & gas field services, nec • Delaware
This VOTING AND SUPPORT AGREEMENT, dated as of August 31, 2020 (the “Agreement”), among Schlumberger Technology Corporation, a Texas corporation (“Schlumberger US”), Schlumberger Canada Limited, a corporation organized pursuant to the laws of the Province of Alberta (“Schlumberger Canada” and, together with Schlumberger US, the “Sellers”), R/C IV Liberty Holdings, L.P., a Delaware limited partnership (“R/C Holdings”), and R/C Energy IV Direct Partnership, L.P., a Delaware limited partnership (“R/C Partnership” and, together with R/C Holdings, “Holders” and each individually, “Holder”), and Liberty Oilfield Services Inc., a Delaware corporation (the “Company”).
MASTER TRANSACTION AGREEMENT by and between SCHLUMBERGER TECHNOLOGY CORPORATION, SCHLUMBERGER CANADA LIMITED, LIBERTY OILFIELD SERVICES HOLDINGS LLC, LIBERTY OPERATIONS CANADA INC., AND LIBERTY OILFIELD SERVICES INC. Dated as of August 31, 2020Master Transaction Agreement • September 1st, 2020 • Liberty Oilfield Services Inc. • Oil & gas field services, nec • Delaware
This MASTER TRANSACTION AGREEMENT (this “Agreement”), dated as of August 31, 2020, is made by and among Schlumberger Technology Corporation, a Texas corporation (“Schlumberger US”), Schlumberger Canada Limited, a corporation organized pursuant to the laws of the Province of Alberta (“Schlumberger Canada”), Liberty Oilfield Services New HoldCo LLC, a Delaware limited liability company (“US Buyer”), the managing member of which is Liberty Oilfield Services Inc., a Delaware corporation (“Liberty Parent”), Liberty Canada Operations Inc., a British Columbia corporation and indirect, wholly-owned subsidiary of US Buyer (“Canadian Buyer”), and Liberty Parent. Each of Schlumberger US, Schlumberger Canada, US Buyer, Canadian Buyer and Liberty Parent is individually referred to herein as a “Party” and collectively as the “Parties.” Certain capitalized terms used in this Agreement are defined or referred to in Section 9.1.
