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Canadian Leader and Eagle Energy Corp. - change in ratio for amalgamation.


CALGARY, ALBERTA--(BUSINESS WIRE)--April 2, 1997--Canadian Leader Energy (TSE See Tokyo Stock Exchange.

TSE

1. See Tokyo Stock Exchange (TSE).

2. See Toronto Stock Exchange (TSE).
 LOL "Laughing out loud" or "lots of luck." See digispeak.

(chat) LOL - "laughing out loud", or "lots of love" or "luck".
.) Eagle Energy (Alberta Stock Exchange Alberta Stock Exchange

See Canadian Venture Exchange (CDNX).
 EGE EGE European Group on Ethics (in Science and New Technologies)
EGE Enhanced Greenhouse Effect
EGE Vail/Eagle, CO, USA - Eagle County Regional (Airport Code)
EGE Economic Globalization and the Environment
.)

ADJUSTMENT TO EXCHANGE RATIO ----------------------------

Canadian Leader Energy Inc. ("Leader") (TSE: LOL) and Eagle Energy Corp. ("Eagle") (ASE (Adaptive Server Enterprise) A relational DBMS from Sybase that runs on Windows NT/2000, Linux and a variety of Unix platforms. ASE is a comprehensive and robust data management product with a long history dating back to the late 1980s. : EGE) jointly announce that they have agreed to a change in the exchange ratio for the amalgamation of the two companies. The companies previously announced that, upon the amalgamation, Leader shareholders would receive 0.50 shares in the amalgamated a·mal·ga·mate  
v. a·mal·ga·mat·ed, a·mal·ga·mat·ing, a·mal·ga·mates

v.tr.
1. To combine into a unified or integrated whole; unite. See Synonyms at mix.

2.
 company for each share of Leader and Eagle shareholders would receive 0.67 shares in the amalgamated company for each share of Eagle. After a further review of the trading histories, cash flow projections A Cash Flow Projection is an attempt to forecast the cash flows that will be generated by an asset, often a company, over a specified time frame. Methodology
Projections can be made with varying levels of detail, but any cash flow projection for a business entails
 and respective business and assets of Leader and Eagle the companies have agreed that Eagle shareholders will receive only 0.60 shares in the amalgamated company for each share of Eagle, a reduction from the 0.67 conditionally agreed to and previously announced. The ratio for Leader shareholders remains unchanged with Leader shareholders to receive 0.50 shares in the amalgamated company for each share of Leader. Majendie Charlton Securities Ltd. will be providing a fairness opinion Fairness Opinion

A report put together by qualified analysts or advisors providing to key decision makers an evaluation of and facts about a merger or acquisition.

Notes:
A fairness opinion serves as a document used for guidance in a merger, takeover, or acquisition.
 in respect of the proposed exchange ratio.

LETTER AGREEMENT TO ACQUIRE ARGENTINA PROPERTIES ------------------------------------------------

Leader and Eagle also announce that they have entered into preliminary agreements for the acquisition of a company which holds oil and gas properties, including development properties and proven producing reserves, in Argentina. The total purchase price will be: 1,000,000 common shares of the amalgamated company; US $40,000,000.00 subject to adjustment in the event that the total indebtedness of the company being acquired is more or less than US$15,000,000.00 and a 6 percent overriding royalty on the properties of the acquired company. A deposit of US $3,000,000.00 has been made. Completion of the transaction is to occur on or about June 10, 1997, and is subject to certain conditions, including completion of due diligence Research; analysis; your homework. This term has caught on in all industries, because it sounds so "wired." Who would want to do analysis or research when they can do due diligence. See wired.  and receipt of all required regulatory approvals.

To fund the acquisition, the amalgamated company will be required to secure financing for the full purchase price by way of a private placement of its securities after completion of the amalgamation and prior to the closing of the acquisition.

Leader has advanced the deposit. If the amalgamation does not proceed for any reason by May 29, 1997, then each of Leader and Eagle may elect to close the acquisition as equal partners or, if one company elects to not proceed, the other may proceed to complete the transaction on its own. If both companies elect not to proceed, the two companies will split equally all costs and expenses incurred, including the cost of any forfeited deposit monies. -0-

The Alberta Stock Exchange neither approves or disapproves of the information contained herein.

CONTACT: Canadian Leader Energy Inc.

Barry Swan, 403/264-1095

403/264-6111 (FAX)

or

Eagle Energy Corp.

William Cherwayko, 403/263-6002

403/263-5998 (FAX)

or

Canadian Leader Energy Inc.

Read, Paul, 403/264-1095
COPYRIGHT 1997 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 1997, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Apr 2, 1997
Words:494
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