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

Finance

DP World Sings Melbourne Port Lease Deal

DP World and the Port of Melbourne Corporation have reached an agreement on a new 50-year lease, ending months of negotiation over rental increases at Australia’s biggest port.

Egypt Says Finishes Work on New Suez Canal

Egypt has finished building its New Suez Canal, its overseer said on Wednesday, a project President Abdel Fattah al-Sisi sees as a symbol of national pride and

Harper Government Invests in Naufrage Harbor

The Honorable Gail Shea, Minister of Fisheries and Oceans, announced today an investment to improve safety and working conditions for fishermen at Naufrage Harbor, Prince Edward Island.

Energy

Egypt Gets FSRU from BW Gas

Norway-based BW Gas will provide Egypt with a liquefied natural gas (LNG) floating import terminal under a five-year contract.   This comes as as the North African

CWind Joins National Workboat Association

Citing crew transfer services as an integral part of its offering, offshore wind industry service provider CWind announced it is now a member of the National Workboat Association (NWA) of the U.

First Vessel of New Rescue Class Launched

Global shipping and energy services firm, Craig Group, has launched its first F-Class vessel, the Grampian Fortress. The IMT 958 multi-role emergency response and

News

Chinese Slowdown Hitting Container Shipping

The slowdown in China’s economy poses some risks for container shipping, according to Drewry Maritime Research.   According to a new report from Drewry Shipping Consultants Ltd,

CMA CGM Strengthens its Presence in Lebanon

The CMA CGM Group upgrades its Lebanese service by adding a call in Beirut on its EPIC line, joining North Europe to Indian sub-continent, and on its MEX line, joining the Mediterranean to Asia.

Pentalver Opens London Container Facility

U.K. inland container service operator Pentalver opened a new five-acre site at the U.K.’s newest deep sea container port, DP World London Gateway, the London Port Authority announced.

Mergers & Acquisitions

GasLog Orders Two LNG Carriers

GasLog Ltd. today announced that it has ordered two new 174,000 cubic meter LNG carriers from Hyundai Heavy Industries Co., Ltd. ("Hyundai") in South Korea.

Contship Italia Signs Iran MoU

Contship Italia Spa, also on behalf of Eurogate GmbH & Co. KGaA, KG, recently signed a strategic Memorandum of Understanding (M.O.U.) with Sina Port & Marine Company (SPMCO),

MHI: Notice of Absorption-Type Split Agreements

MHI gives Notice Regarding Conclusion of Absorption-type Split Agreements Relating to Transfer of Ship Construction and Hull Block Manufacture Businesses to Two

 
 
Maritime Security Naval Architecture Offshore Oil Pipelines Port Authority Ship Electronics Ship Repair Ship Simulators Shipbuilding / Vessel Construction Sonar
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: 0.3614 sec (3 req/sec)