Tuscany Energy Ltd. ("Tuscany") (TSX VENTURE:TUS) and Sharon Energy Ltd.
("Sharon") (TSX VENTURE:SHY) are pleased to jointly announce that they have
entered into an agreement in principle in connection with a proposed business
combination (the "Transaction") whereby Tuscany will acquire, subject to certain
conditions, all of Sharon's issued and outstanding common shares on the basis of
0.84 common shares of Tuscany for each one (1) Sharon common share.  Following
completion of the Transaction, Tuscany will have approximately 126.7 million
common shares outstanding, of which approximately 50% will be held by current
shareholders of Tuscany and approximately 50% of which will be held by former
shareholders of Sharon. The combined entity will have total proved plus probable
reserves of approximately 1,345,000 barrels of oil equivalent ("BOE"), current
estimated production of 250 BOE per day ("BOE/d"), approximately 17,000 net
acres of undeveloped land, and marketable securities of $4.0 million. The
combined entity will also have working capital of approximately $4.2 million and
an unused bank line of $4.6 million.


The Transaction is expected to be completed by way of a Plan of Arrangement and
is subject to the parties entering into a definitive arrangement agreement.
Closing is expected to occur by the end of May 2011, subject to satisfaction of
certain conditions including standard stock exchange, court and regulatory
approvals and the requisite two-thirds majority and the majority of minority
approvals of both Tuscany's and Sharon's shareholders. It is anticipated that
the definitive agreement will be negotiated and entered into within the next two
weeks, with an information circular, prepared jointly by the parties, to
subsequently be mailed to shareholders of both Tuscany and Sharon in connection
with the shareholder meetings of each company expected to be held in May 2011 to
consider and approve the Transaction.


Board Recommendations

The Board of Directors of both Tuscany and Sharon each established a Special
Committee comprised of independent directors with a mandate, among other things,
to consider the Transaction and to make a recommendation to the respective Board
of Directors in respect thereof. The Special Committee of the Board of Directors
of each of Tuscany and Sharon recommended that the respective Boards of
Directors approve the Transaction. Based on the recommendation of their
respective Special Committee, the Board of Directors of each of Tuscany and
Sharon unanimously approved the Transaction and have concluded that the
Transaction is in the best interest of its shareholders and company and have
unanimously resolved to recommend that its shareholders vote their shares in
favour of the Transaction.


Emerging Equities Inc. ("EEI") was engaged to act as Sharon's exclusive
financial advisor with respect to the Transaction. EEI has advised the Board of
Directors of Sharon that, in its opinion, subject to review of final
documentation, the consideration to be received by Sharon shareholders pursuant
to the Transaction is fair, from a financial point of view, to Sharon
shareholders. 


Certain shareholders, including the directors and members of senior management
of each of Tuscany and Sharon, who beneficially own or exercise control or
direction over approximately 42% of the Tuscany common shares and 31% of the
Sharon common shares, have indicated that they intend to vote their Tuscany and
Sharon shares, as the case may be, in favour of the Transaction and will enter
into support agreements relating thereto.


Benefits of the Transaction 

The management of both Tuscany and Sharon believe the business combination will
have synergistic benefits for the future growth of the companies. Tuscany's
major property, the Dina pool on its Evesham, Saskatchewan has been assigned
proved and probable reserves to 14 additional horizontal drilling locations in
the independent engineering evaluation prepared for the company. In a Contingent
Resource Evaluation Report it was estimated that Tuscany could drill up to 59
additional wells on the property. As the development of this property will
require further funding, the addition of the working capital that Sharon brings
to the business combination will allow the development of the property to be
significantly accelerated. In addition, both companies share working interests
in other oil prospects in Alberta and Saskatchewan that are in various stages of
development which may also be accelerated as a result of the transaction. 


Corporate Governance

Following completion of the Transaction, Tuscany's management team will be led
by Robert Lamond, as President and Chief Executive Officer, and include Don
Clark, Marshall Kis, John McLeod and Tony Teare, each as Vice President, and
Brad Perry, as Chief Financial Officer.  Subject to approval of Tuscany's
shareholders, Bob Lamond will also continue to lead Tuscany's board of directors
as Chairman, with the other board nominees being David Bennington, Don Clark,
Roger Hume, John McLeod, Glen Phillips, John Steinhauser and Tony Teare.


READER ADVISORIES

Barrels of oil equivalent ("BOE") may be misleading, particularly if used in
isolation. A BOE conversion ratio has been calculated using a conversion rate of
six thousand cubic feet of natural gas to one barrel and is based on an energy
equivalent conversion method applicable at the burner tip and does not represent
an economic value equivalency at the wellhead. 


This press release contains forward-looking statements and forward-looking
information within the meaning of applicable securities laws. The use of any of
the words "expect", "anticipate", "continue", "estimate", "objective",
"ongoing", "may", "will", "project", "should", "believe", "plans", "intends" and
similar expressions are intended to identify forward-looking information or
statements. More particularly and without limitation, this press release
contains forward looking statements and information concerning the combined
company's working capital and bank facility, reserves, undeveloped landholdings
and anticipated benefits from the Transaction. The forward-looking statements
and information are based on certain key expectations and assumptions made by
Tuscany and Sharon, including expectations and assumptions concerning prevailing
commodity prices and exchange rates, applicable royalty rates and tax laws;
future well production rates and reserve volumes; the timing of receipt of
regulatory and shareholder approvals, the performance of existing wells; the
success obtained in drilling new wells; and the sufficiency of budgeted capital
expenditures in carrying out planned activities; and the availability and cost
of labour and services. Although Tuscany and Sharon believe that the
expectations and assumptions on which such forward-looking statements and
information are based are reasonable, undue reliance should not be placed on the
forward looking statements and information because Tuscany and Sharon can give
no assurance that they will prove to be correct. 


Since forward-looking statements and information address future events and
conditions, by their very nature they involve inherent risks and uncertainties.
Actual results could differ materially from those currently anticipated due to a
number of factors and risks. These include, but are not limited to, the risks
associated with the oil and gas industry in general such as operational risks in
development, exploration and production; delays or changes in plans with respect
to exploration or development projects or capital expenditures; the uncertainty
of reserve estimates; the uncertainty of estimates and projections relating to
reserves, production, costs and expenses; health, safety and environmental
risks; commodity price and exchange rate fluctuations; marketing and
transportation; loss of markets; environmental risks; competition; incorrect
assessment of the value of acquisitions; failure to realize the anticipated
benefits of acquisitions; ability to access sufficient capital from internal and
external sources; failure to obtain required regulatory and other approvals; and
changes in legislation, including but not limited to tax laws, royalties and
environmental regulations. There are risks also inherent in the nature of the
proposed Transaction, including failure to realize anticipated synergies or cost
savings; risks regarding the integration of the two entities; incorrect
assessments of the values of the other entity; and failure to obtain the
required shareholder, court, regulatory and other third party approvals. 


This press release also contains forward-looking statements and information
concerning the anticipated completion of the proposed Transaction and the
anticipated timing for completion of the Transaction. Tuscany and Sharon have
provided these anticipated times in reliance on certain assumptions that they
believe are reasonable at this time, including assumptions as to the time
required and the ability of the companies to successfully negotiate and enter
into a definitive agreement with respect to the Transaction, the time required
to prepare meeting materials for mailing, the timing of receipt of the necessary
regulatory and court approvals and the time necessary to satisfy the conditions
to the closing of the Transaction. These dates may change for a number of
reasons, including unforeseen delays in negotiating and entering into a
definitive agreement, preparing meeting materials, inability to secure necessary
regulatory or court approvals in the time assumed or the need for additional
time to satisfy the conditions to the completion of the Transaction.
Accordingly, readers should not place undue reliance on the forward-looking
statements and information contained in this press release concerning these
times. Readers are cautioned that the foregoing list of factors is not
exhaustive. Additional information on these and other factors that could affect
Tuscany's, Sharon's or the combined company's operations or financial results
are included in reports on file with applicable securities regulatory
authorities and may be accessed through the SEDAR website (www.sedar.com), in
the case of Tuscany, at Tuscany's website (www.tuscanyenergy.com), and in the
case of Sharon, at Sharon's website (www.sharonenergy.com). The forward-looking
statements and information contained in this press release are made as of the
date hereof and Tuscany and Sharon undertake 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.


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