North American Energy Partners Inc.

North American Energy Partners Inc.

February 14, 2005 23:59 ET

North American Energy Partners Inc.: News Release

North American Energy Partners Inc.: News Release

ACHESON, ALBERTA--(CCNMatthews - Feb. 14, 2005) - North American Energy
Partners, Inc.'s (the Company") previously disclosed review of its financial
statements for the fiscal quarters ended June 30, 2004 and September 30, 2004 is
ongoing. The Company continues to believe that a restatement of those two
quarters will be necessary. Additionally, the Company is continuing its related
review of its system of internal controls. Because the review and restatement of
those quarters must be completed before the Company can complete and release its
financial statements for the quarter ended December 31, 2004, the Company may
not be able to release its financial statements for the quarter ended December
31, 2004 by March 1, 2005. If the Company does not release its financial
statements for the quarter ended December 31, 2004 by that date, it will not be
in compliance with a covenant in the indenture governing its 8-3/4% notes due
2011.

Separately, the lending banks under the Company's senior secured credit
agreement have extended the waiver period in respect of certain potential
defaults previously reported in the Company's Report on Form 6-K filed with the
Securities and Exchange Commission on January 18, 2005. The period covered by
the waiver will now expire on March 31, 2005 rather than February 14, 2005.
However, should the Company fail to be in compliance with the indenture
governing its 8-3/4% notes as suggested above, it will be out of compliance with
the terms of its senior secured credit agreement in a way not currently covered
by the waiver. During the extended waiver period currently provided by the
lending banks under the senior secured credit agreement, they will not provide
any additional funding. While the Company expects to be able to fund its cash
needs during this period with cash on hand and cash provided by operations, it
is continuing to explore alternatives to satisfy its long-term cash needs. In
addition, the Board of Directors of the Company has authorized an active search
for a chief executive officer.

This document contains forward-looking statements. Such forward-looking
statements involve known and unknown risks, uncertainties and other factors that
may cause future actions, conditions or events to differ materially from the
anticipated actions, conditions or events expressed or implied by such forward-
looking statements. Forward-looking statements included in this document include
statements regarding: the anticipated results of management's review of the
Company's previously reported financial statements and the reporting and effect
of any restated financial statements; the effectiveness of the Company's
internal controls in future periods; the Company's ability to comply with, its
potential to breach or its ability to receive

further waivers or amendments from the lenders under the Company's credit
agreement; and potential alternative financing arrangements. Factors that could
cause actual results to vary from those in the forward-looking statements
include: unanticipated discoveries in the financial review process; changes in
oil and gas prices; decreases in outsourcing work by the Company's customers;
shut-downs or cutbacks at major businesses that use the Company's services;
changes in laws or regulations, third party relations and approvals, and
decisions of courts, regulators and governmental bodies that may adversely
affect the Company's business or the business of the customers the Company
serves; the Company's ability to obtain surety bonds as required by some of its
customers; the Company's ability to retain a skilled labor force; the Company's
ability to continue to bid successfully on new projects and accurately forecast
costs associated with unit price or lump sum contracts; provincial, regional and
local economic, competitive and regulatory conditions and developments;
technological developments; capital markets conditions; inflation rates; foreign
currency exchange rates; interest rates; weather conditions; the timing and
success of business development efforts; and the Company's ability to
successfully identify and acquire new businesses and assets and integrate them
into its existing operations and the other risk factors set forth in the
Company's most recent Annual Report on Form 20-F filed with the Securities and
Exchange Commission. You are cautioned not to put undue reliance on any forward-
looking statements, and the Company undertakes no obligation to update those
statements.

NAEPI is one of the largest providers of mining and site preparation, piling and
pipeline installation services in western Canada.


Contact Information

  • North American Energy Partners Inc.
    Bernie Robert
    Assistant Treasurer
    (780) 960-2266
    Email: brobert@nacg.ca