Cordy Oilfield Services Inc.
TSX VENTURE : CKK

Cordy Oilfield Services Inc.

November 18, 2005 12:16 ET

Cordy Oilfield Services Inc.: Proposed Acquisition of Nohels Group

CALGARY, ALBERTA--(CCNMatthews - Nov. 18, 2005) - CORDY OILFIELD SERVICES INC. (TSX VENTURE:CKK) (the "Corporation") is pleased to announce that it has entered into a standstill agreement relating to the Corporation's proposed acquisition of all the issued and outstanding securities of the Nohels Group. Nohels Group is a full service supplier of heavy equipment to the mining, earth moving and land development industries in the Elk Valley of British Columbia's Kootenay Region. The principal of the Nohels Group is Terry Sharp.

It is anticipated that the purchase price for the Nohels Group will consist of both cash and common shares of the Corporation. In addition, incentive stock options to acquire up to 600,000 common shares of the Corporation, subject to the approval of the TSX Venture Exchange, are proposed to be granted to the key employees and consultants of Nohels Group and the Corporation concurrently with the completion of the acquisition of the Nohels Group. The Corporation hereby reserves $1.65 per share as the deemed price of the common shares issuable as partial consideration for the Nohels Group and the exercise price for the options.

The entering into of definitive agreements providing for the acquisition of the Nohels Group is anticipated to occur on or before January 24, 2006 and is subject to the satisfaction of a number of conditions precedent, including but not limited to, the completion of due diligence on behalf of all parties, the final approval of the proposed acquisition by each of the board of directors of the Corporation and Terry Sharp and the receipt of all necessary corporate and regulatory approvals, including the acceptance of the TSX Venture Exchange (the "Exchange"). There can be no assurance that the acquisition of the Nohels Group will be completed.

The acquisition of the Nohels Group is an arm's length transaction and, subject to the satisfaction the conditions precedent, is anticipated to be completed in late January 2006 following the completion by the Corporation its previously announced acquisitions of Calgary Septic Co. Ltd., Mesken Contracting Limited, NWP Construction Ltd. and Coverall Pipeline Construction Ltd. Please refer to the Corporation's news releases of October 28, 2005, September 20, 2005 and August 30, 2005 for additional information regarding these acquisitions.

The Exchange has in no way passed upon the merits of the proposed acquisition and has neither approved nor disapproved of the contents of this press release.


The TSX Venture Exchange does not accept responsibility for the accuracy or adequacy of this release.

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