Maha Energy and Palliser Oil & Gas to Amalgamate

By Joseph R. Fonseca
Saturday, August 02, 2014

 

Maha Energy Inc. and Palliser Oil & Gas Corporation  are pleased to announce that they have entered into an amalgamation agreement pursuant to which Maha and Palliser will amalgamate to form a new corporation to be called "Maha Energy Inc.". Palliser has also closed a minor asset disposition with Maha and entered into two farmout arrangements with Maha.

AMALGAMATION

Pursuant to the Amalgamation, shareholders of Palliser will receive 0.1393 of a common share of New Maha for each common share of Palliser and shareholders of Maha will receive one New Maha Share for each common share of Maha.

Based on the price of US$1.25 per Maha Share, being the price at which Maha recently raised US$10 million of gross proceeds in a private placement of Maha Shares, and the July 30, 2014 Bank of Canada noon US$/C$ exchange rate of 1.0909, the value of the New Maha Shares to be received for Palliser Shares pursuant to the Amalgamation represents a 52% premium to the closing price of the Palliser Shares on the TSX Venture Exchange on July 30, 2014 of $0.125.

The combined asset base following completion of the Amalgamation will consist of heavy oil properties in the greater Lloydminster region of Alberta and Saskatchewan and a 99% interest in the LAK Ranch Field, a heavy oil property located in Wyoming. At closing of the Amalgamation, total production is expected to be approximately 1,650 boe/d (99% oil).

Completion of the Amalgamation is conditional on customary closing conditions and is subject to conditions precedent with respect to net indebtedness and transaction costs of Palliser at closing. In addition, it is a condition to the completion of the Amalgamation that Maha must complete bond and/or equity financings for combined aggregate gross proceeds of not less than US$70 million,  prior to October 31, 2014 (the "Outside Date"). The bond financing is expected to be completed in the Nordic market. The proceeds from the Financings will be used to refinance Palliser's current credit facilities and assist in the funding of New Maha's go-forward capital program. Upon completion of the Amalgamation, New Maha anticipates it will enhance shareholder liquidity by applying for a secondary listing in Sweden on the NASDAQ OMX First North Stock Exchange for New Maha Shares.

All outstanding options of Palliser and Maha at the effective time of the Amalgamation will be exchanged for options of New Maha in accordance with the Palliser and Maha option plans.

Approvals

The Amalgamation is subject to receipt of customary regulatory approvals, including the approval of the TSXV and the approval of 66 2/3% of each of the Palli

Maritime Reporter June 2015 Digital Edition
FREE Maritime Reporter Subscription
Latest Maritime News    rss feeds

Finance

Teekay LNG Partners Declares Distribution

Teekay GP LLC, the general partner of Teekay LNG Partners L.P. has declared a cash distribution of $0.70 per unit for the quarter ended June 30, 2015. The cash distribution is payable on August 14,

Technip Samsung JV Wins 2 FLNG Project Contracts

The Browse project covers the realization and installation of three FLNG units to develop the Brecknock, Calliance and Torosa fields in the Browse Basin, 425 kilometers North of Broome,

Fjords Processing Bags Johan Sverdrup Contracts

Fjords Processing, headquartered in Norway (Fornebu), has won three contracts for the deliveries of process systems for the Johan Sverdrup development in the North Sea.

Energy

Oceans Can’t Take Any more: Researchers Fear Fundamental Change

Our oceans need an immediate and substantial reduction of anthropogenic greenhouse gas emissions. If that doesn’t happen, we could see far-reaching and largely

Teekay LNG Partners Declares Distribution

Teekay GP LLC, the general partner of Teekay LNG Partners L.P. has declared a cash distribution of $0.70 per unit for the quarter ended June 30, 2015. The cash distribution is payable on August 14,

Technip Samsung JV Wins 2 FLNG Project Contracts

The Browse project covers the realization and installation of three FLNG units to develop the Brecknock, Calliance and Torosa fields in the Browse Basin, 425 kilometers North of Broome,

News

New Binding Law of The Sea Agreement Advanced

WOC Sustainable Ocean Summit (Singapore, 9-11 November 2015) Will Enable Industry to Organize its Input to this Major New Ocean Treaty Development The U.N.

Oceans Can’t Take Any more: Researchers Fear Fundamental Change

Our oceans need an immediate and substantial reduction of anthropogenic greenhouse gas emissions. If that doesn’t happen, we could see far-reaching and largely

Teekay LNG Partners Declares Distribution

Teekay GP LLC, the general partner of Teekay LNG Partners L.P. has declared a cash distribution of $0.70 per unit for the quarter ended June 30, 2015. The cash distribution is payable on August 14,

Mergers & Acquisitions

Ocean Safety, Richard Irvin Marine Safety Merger

Ocean Safety has today announced the merger with Richard Irvin Energy Solutions Marine Safety Division and their Aberdeen branch.   This merger follows the

Carlyle Group Acquires LMC

Global alternative asset manager The Carlyle Group today announced the acquisition of Lauderdale Marine Center (LMC), the nation's largest yacht repair facility

Qatar Navigation Absorbs Balance of SocGen Gasships

Qatar Navigation (Milaha) said on Thursday its unit Qatar Shipping Company had acquired the remaining 60 percent interest in two firms which own Liquefied Natural

 
 
Maritime Security Maritime Standards Naval Architecture Navigation Pipelines Pod Propulsion Salvage Ship Electronics Ship Simulators Shipbuilding / Vessel Construction
rss | archive | history | articles | privacy | contributors | top maritime news | about us | copyright | maritime magazines
maritime security news | shipbuilding news | maritime industry | shipping news | maritime reporting | workboats news | ship design | maritime business

Time taken: 0.1404 sec (7 req/sec)