Artumas Provides Further Clarification on Wentworth Resources Combination
(Thomson Reuters ONE) -
In response to questions from shareholders regarding the combination with
Wentworth Resources Ltd ("Wentworth"), Artumas Group, Inc. ("Artumas" or the
"Company") is pleased to make the following clarifications:
1) Other than from Wentworth, Artumas has not received any formal or informal
offers from any company to purchase either assets or shares of the Company
during 2010.
2) The Company is pursuing its stated strategy of adding value through a
combination of downstream commercialization initiatives which the Directors
believe will be enhanced by the Wentworth transaction and further exploration
and appraisal of its upstream assets.
3) At this stage in the maturity of the upstream assets the Directors believe
that there is considerable upside value to further exploration particularly as
pursuant to the farm out agreement, our partners in Mnazi Bay have agreed to
finance Artumas' share of the next exploration well and 200 sq. km. of 3D
seismic. On the Onshore Mozambique license the Company is awaiting a formal
proposal from the operator, Anadarko, regarding the extension into the next
exploration period and Offshore Mozambique further drilling is currently in
progress. Thus this is not considered to be an optimum opportunity for any sell
down of any of these assets although the Board will always give serious
consideration to any serious approach which has the possibility of enhancing
shareholder value.
4) Alternative financing arrangements with third parties have been considered
to the Wentworth transaction but none were able to provide a valuation of the
Company which would have been competitive to Wentworth's valuation.
5) The combination with Wentworth significantly improves Artumas' cash
position as Wentworth's sole assets on completion, other than its experienced
people, are the cash it holds.
6) As there is no legal requirement to bring this matter formally to the
shareholders for approval, the Board has chosen to forgo the time and expense of
ratification given the clear need to urgently complete this transaction.
7) As regards the transaction details:
a. Wentworth's cash contribution will be between US$15.2m and US$10.0m. This
will be reduced by transaction fees of US$2.0m thereby reducing the net cash to
Artumas to between US$13.2m and US$8.0m which would be equivalent to between
27,523,692 shares and 18,107,692 shares at a price of NOK3.25.
b. In addition, 5,432,308 shares will be held in a Stock Reserve Fund as an
incentive for key employees and these shares will only be issued once certain
milestones related to commercialisation of the Mnazi Bay gas assets are
achieved.
c. The foreign exchange rate for the transaction was fixed earlier in the
transaction at NOK5.885 per USD. This converts the transaction pricing of
NOK3.25 per share to US$0.5522 per share.
d. The issue of the Warrants is considered to be accretive and are common in a
transaction of this nature.
This information is subject of the disclosure requirements acc. to §5-12 vphl
(Norwegian Securities Trading Act)
[HUG#1427423]
Press Release: http://hugin.info/136496/R/1427423/375033.pdf
This announcement is distributed by Thomson Reuters on behalf of Thomson Reuters clients.
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(i) the releases contained herein are protected by copyright and other applicable laws; and
(ii) they are solely responsible for the content, accuracy and originality of the information contained therein.
All reproduction for further distribution is prohibited.
Source: Artumas Group Inc. via Thomson Reuters ONE
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Bereitgestellt von Benutzer: hugin
Datum: 25.06.2010 - 17:32 Uhr
Sprache: Deutsch
News-ID 23046
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Town:
Calgary, Alberta
Kategorie:
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