Zargon Oil & Gas Ltd. Announces Proposal to Amend Its Convertible Unsecured Subordinated Debentures
(firmenpresse) - CALGARY, ALBERTA -- (Marketwired) -- 01/06/17 -- Zargon Oil & Gas Ltd. (the "Company" or "Zargon") (TSX: ZAR)(TSX: ZAR.DB) announced today that it will seek the approval of holders (the "Debentureholders") of its 6.00% convertible unsecured subordinated debentures due June 30, 2017 (the "Debentures") to amend certain terms of the Debentures at a meeting of Debentureholders expected to be held in February of 2017 (the "Meeting").
Debenture Amendments:
The proposed amendments (the "Amendments") to the Debentures will consist of:
At the Meeting, Debentureholders will be asked to approve the Amendments by an extraordinary resolution authorizing Zargon and the trustee of the Debentures to enter into a supplemental indenture (the "Supplemental Indenture") to give effect to the Amendments. For the Amendments to be approved, holders of not less than 25% of the principal amount of the Debentures outstanding must be represented in person or by proxy at the Meeting, and the extraordinary resolution must be passed by Debentureholders' votes representing no less than 66 2/3% of the principal amount of the Debentures represented at the Meeting. A proxy form and a management information circular is expected to be mailed to Debentureholders in connection with the Meeting in January of 2017.
Following the Meeting and provided the Debentureholders approve the Amendments, Debentureholders will have the benefit of the Put Right pursuant to which Debentureholders may tender their Debentures for redemption at a price per $1,000 principal amount of Debentures specified by the Debentureholder, which price may be not less than $890 per $1,000 principal amount of Debentures. The Put Right will expire at 5:00 p.m. (Eastern time) on the date that is 45 days from the date of the Supplemental Indenture unless terminated, extended or varied by Zargon (such time and date, the "Expiration Time"). Promptly following the Expiration Time, Zargon will redeem the Debentures tendered, starting with those tendered at the lowest price, and continuing with those tendered at increasing prices, until it has redeemed not more than $19 million in total of tendered Debentures.
Macquarie Capital Markets Canada Ltd. ("Macquarie Capital") is acting as exclusive financial advisor to Zargon in connection with the previously announced strategic alternatives process, which includes the proposed Amendments. Macquarie Capital has provided the Board of Directors of Zargon (the "Zargon Board") with a verbal fairness opinion that, subject to review of the final form of documents affecting the Amendments, as of the date hereof, the Amendments are fair to the Debentureholders, from a financial point of view.
The Zargon Board believes the Amendments are advantageous to Debentureholders and recommends that Debentureholders vote in favour of the Amendments for the following reasons:
FURTHER INFORMATION
Based in Calgary, Alberta, Zargon's securities trade on the Toronto Stock Exchange and there are currently approximately 30.607 million common shares outstanding.
Zargon is a Calgary based oil and natural gas company working in the Western Canadian and Williston sedimentary basins and is focused on oil exploitation projects (waterfloods and tertiary ASP) that profitably increase oil production and recovery factors from existing oil reservoirs.
In order to learn more about Zargon, we encourage you to visit Zargon's website at where you will find a current shareholder presentation, financial reports and historical news releases.
ADVISORY ON FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements. More particularly, this press release contains statements concerning, but not limited to: the proposed Amendments; the timing for mailing of the information circular, the anticipated Meeting date; the benefits of the Amendments to Debentureholders; and the effect of the Amendments on the Company's financial position. Although management believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, performance or achievement since such expectations are inherently subject to significant business, economic, operational, competitive, political and social uncertainties and contingencies. As a consequence, actual results may differ materially from those anticipated in the forward looking statements. These forward-looking statements involve substantial known and unknown risks and uncertainties, certain of which are beyond Zargon's control, and many factors could cause Zargon's actual results to differ materially from those expressed or implied in any forward-looking statements made by the Company, including, but not limited to: changes to the Meeting, including anticipated dates; the benefits of the Amendments to the Debentures; the impact of the Amendments to the Debentures on the Company's stakeholders and on the Company and its financial position, liquidity and outlook; ability to obtain approval of the Amendments to the Debentures by extraordinary resolution; and other risks and uncertainties described from time to time in the reports and filings made with securities regulatory authorities by the Company. Readers are cautioned that the foregoing list of important factors is not exhaustive.
Such forward-looking statements are based on certain assumptions made by Zargon in light of its experience and perception of current conditions and expected future developments, as well as other factors the Company believes are appropriate in the circumstances, including, but are not limited to: that Zargon will have the financial ability to satisfy its Put Right obligations; that Debentureholders will approve the Amendments; and other matters.
The forward-looking statements contained in this press release are made as of the date hereof and Zargon undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.
Contacts:
C.H. Hansen
President and Chief Executive Officer
Zargon Oil & Gas Ltd.
403-264-9992
Themen in dieser Pressemitteilung:
Unternehmensinformation / Kurzprofil:
Datum: 06.01.2017 - 12:30 Uhr
Sprache: Deutsch
News-ID 516194
Anzahl Zeichen: 0
contact information:
Town:
CALGARY, ALBERTA
Kategorie:
Oil & Gas
Diese Pressemitteilung wurde bisher 375 mal aufgerufen.
Die Pressemitteilung mit dem Titel:
"Zargon Oil & Gas Ltd. Announces Proposal to Amend Its Convertible Unsecured Subordinated Debentures"
steht unter der journalistisch-redaktionellen Verantwortung von
Zargon Oil & Gas Ltd. (Nachricht senden)
Beachten Sie bitte die weiteren Informationen zum Haftungsauschluß (gemäß TMG - TeleMedianGesetz) und dem Datenschutz (gemäß der DSGVO).
