G2S2 CAPITAL INC. PROVIDES EARLY WARNING DISCLOSURE FOR INVESTMENT IN WESTERN ENERGY SERVICES CORP

HALIFAX, NS, April 20, 2022 /CNW/ - G2S2 Capital Inc. ("G2S2") announces today that it has acquired ownership of, and control over, 22,904,500 rights ("Rights") to purchase 491,275,880 common shares ("Common Shares") of Western Energy Services Corp. ("Western") pursuant to a rights offering by Western to its shareholders (the "Rights Offering"). Each Right entitles G2S2 to purchase 21.4488803374 Common Shares at a price of $0.016 per Common Share until 5:00 p.m. (Toronto time) on May 13, 2022 (the "Basic Subscription Privilege").

The Rights Offering is being conducted in connection with Western's debt restructuring agreement with Alberta Investment Management Corporation. ("AIMCo"), the lender under its second lien term loan facility (the "Restructuring Transaction"), as disclosed in the Western's press release dated March 22, 2022, which will include the conversion of $100 million of the principal amount outstanding under the second lien facility into Common Shares at an issue price of $0.05 per Common Share. G2S2 and its wholly-owned subsidiary, Armco Alberta Inc. ("Armco"), MATCO Investments Ltd. ("MATCO") and Ronald P. Mathison ("Mathison") have entered into a standby purchase agreement with Western whereby G2S2 and such parties have agreed to exercise in full their Basic Subscription Privilege and, in the case of each of G2S2, Armco and MATCO (collectively, the "Standby Purchasers"), have agreed to purchase any Common Shares not subscribed for by other eligible shareholders under the Rights Offering, either directly or through an affiliate. Pursuant to the debt restructuring agreement, AIMCo has agreed not to exercise any of its Rights in the Rights Offering.

Immediately prior to the issuance of Rights by Western pursuant to the Rights Offering, G2S2 beneficially owned and controlled 22,904,500 Common Shares. Immediately following the issuance of Rights by Western pursuant to the Rights Offering, G2S2 beneficially owns and controls an aggregate of 22,904,500 Common Shares and 22,904,500 Rights.

Following completion of the Restructuring Transaction (including the debt conversion by AIMCo), assuming holders of Rights, other than AIMCo, take up their Basic Subscription Privilege in full and the Standby Purchasers acquire AIMCo's portion of the Common Shares pursuant to the standby commitment, G2S2 would acquire 701,136,190 additional Common Shares and as a result G2S2 would beneficially own, or exercise control or direction over 724,040,690 Common Shares, representing approximately 17.83% of the 4,060,538,008 then issued and outstanding Common Shares.

Following completion of the Restructuring Transaction (including the debt conversion by AIMCo), assuming none of the holders of Rights, other than G2S2, MATCO and Mathison, exercise their Basic Subscription Privilege and the Standby Purchasers acquire all of the Common Shares pursuant to the standby commitment, G2S2 would acquire 1,094,469,309 Common Shares and would own, or exercise control or direction over, 1,117,373,809 Common Shares representing approximately 27.52% of the 4,060,538,008 then issued and outstanding Common Shares.

The Rights were acquired for investment purposes. G2S2 may, from time to time, depending on market and other conditions, increase or decrease its beneficial ownership, control or direction over Rights, Common Shares or other securities of Western through market transactions, private agreements, or otherwise.

In accordance with National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, G2S2 will file an early warning report regarding this transaction on the System for Electronic Document Analysis and Review (SEDAR) at www.sedar.com under Western's issuer profile. Western's head office is located at 1700, 215 – 9th Avenue S.W. Calgary, Alberta T2P 1K3.

About G2S2

G2S2 Capital Inc. is a privately held investment holding company focused on creating value across a variety of businesses with a long term horizon. G2S2 is incorporated under the laws of Canada. G2S2 is controlled by George & Simé Armoyan.

SOURCE G2S2 Capital Inc.

For further information or to obtain a copy of the early warning report, please contact George Armoyan, Executive Chairman of G2S2 at 514-333-8800, extension 1925.