TGE Industrial Services, LLC completed the acquisition of Fishbone Solutions Inc., TGE Industrial Services, Inc. and TGE Electrical & Instrumentation from Texas Gulf Energy, Incorporated (OTCBB:TXGE.E).
November 21, 2013 at 11:00 pm
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Texas Gulf Energy, Incorporated (OTCBB:TXGE.E) entered into a non-binding letter of intent to sell Fishbone Solutions Inc., TGE Industrial Services, Inc. and TGE Electrical & Instrumentation for $5 million on June 19, 2013. Buyer will pay $3 million in cash and will assume debt of $2 million. The assets excluded are the cash on hand, receivables earned as of the date of closing, and all outstanding receivable reserves. Also in connection with the transaction, all current employees of Texas Gulf or its subsidiaries who resign from such positions in order to assume positions with the purchaser shall surrender to Texas Gulf all of its issued capital stock beneficially owned by them. David Mathews will redeem the issued capital stock in connection with his resignation from the current posts. Craig Crawford will serve as Texas Gulf's Chief Executive Officer and President on an interim basis. Pete Kappler will serve as Corporate Secretary and Vice President of Texas Gulf.
As of September 26, 2013, the terms of the transaction were revised. Texas Gulf will now pay $3.1 million in cash, at closing, along with a promissory note of $0.30 million and Texas Gulf will also assume a debt of $1.6 million. The closing of the transaction is subject to to the completion of due diligence and the signing of a definitive agreement by October 11, 2013. The transaction is expected to close on November 2, 2013, provided that the closing date may be extended for one week by either party upon payment of the sum of $10,000 to the other party.
As of November 22, 2013, TGE Industrial Services, LLC entered into asset purchase agreement to acquire Fishbone Solutions Inc., TGE Industrial Services, Inc. and TGE Electrical & Instrumentation from Texas Gulf Energy, Incorporated (OTCBB:TXGE.E) for $4.1 million. The consideration includes cash payment of $2.5 million and assumption of $1.6 million in certain promissory note. Warren W. Garden of Block Garden, LLP acted as legal advisor to TGE Industrial Services, LLC and Clayton E. Parker of K&L Gates LLP acted as legal advisor to Texas Gulf Energy, Incorporated.
TGE Industrial Services, LLC completed the acquisition of Fishbone Solutions Inc., TGE Industrial Services, Inc. and TGE Electrical & Instrumentation from Texas Gulf Energy, Incorporated (OTCBB:TXGE.E) on November 22, 2013.
Texas Gulf Energy, Incorporated is engaged in providing construction, maintenance, turnaround management, professional services, project management services, and fabrication and field services. The Company offers services to the refining, chemicals, liquefied natural gas, oil and gas, and midstream and upstream industries. The Company also offers consulting services. Its International Plant Services (IPS) group is engaged in the provision of engineers, construction staff and construction crafts. The IPS group specializes in process plant welders and pipefitters. Its Texas Gulf Fabrication Services group offers pipe, structural steel, skid and module, and vessel fabrication. Its Texas Gulf Energy International group provides capital projects, construction, turnaround and maintenance services for international markets throughout the world. It serves the engineering procurement construction companies, providing services to customers in North America and abroad.
TEXAS GULF ENERGY, INCORPORATED 
