Bellwether Exploration Acquires Interest in Carpatsky Petroleum Inc.Business/Energy Editors HOUSTON--(BUSINESS WIRE)--Jan. 7, 2000 Bellwether Exploration Company (Nasdaq:BELW) today announced the sale by Carpatsky Petroleum Inc. (CDNX CDNX See Canadian Venture Exchange (CDNX). :KPY) of $4,000,000 of its Convertible Preferred Shares Preferred shares Preferred shares give investors a fixed dividend from the company's earnings and entitle them to be paid before common shareholders. See: Preferred stock. , Series A to Bellwether Exploration Co. and revision of the terms of the Carpatsky-Pease Oil and Gas Co. (OTCBB OTCBB See OTC Bulletin Board (OTCBB). :WPOG) agreement to merge. On Dec. 30, 1999, Carpatsky sold 95.45 million of its preferred shares and warrants to acquire 12.5 Common Shares to Bellwether Exploration Co. for $4 million. The preferred shares are convertible (at US $0.08 per share) into 50 million Carpatsky Common Shares (approximately 40% of the Company's equity), do not carry a preferential dividend and have majority voting Majority voting Voting system under which corporate shareholders vote for each director separately. Related: Cumulative voting. majority voting rights over the Company. In connection with this investment, J.P. Bryan, chairman and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. of Bellwether became the chairman and CEO of Carpatsky and three Carpatsky directors retired and were replaced by three Bellwether appointees, giving Bellwether five of the now eight directorships of Carpatsky. In connection with the financing, the terms of the merger between Carpatsky and Pease were amended to (1) approve the Bellwether investment and commit Pease to issue a similar class of preferred stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. to Bellwether upon consummation of the merger, (2) revise the sharing ratio so that the Pease shareholders will retain, in the aggregate, a 12.5% interest in the merged entity after giving affect to the Bellwether financing, and (3) modify such other terms as necessary to take recent events into account. |
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