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WIN Energy Corporation and Compton Petroleum Corporation Announce Increase of Purchase Price to $0.45 per Common Share and Announce Details of Securityholder Meeting
CALGARY, Dec. 10 /CNW/ - On September 17, 2007, WIN Energy Corporation ("WIN") and Compton Petrol...
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[{"type":"text","content":"\n\n\n\nCALGARY, Dec. 10 /CNW/ - On September 17, 2007, WIN Energy Corporation\n("WIN") and Compton Petroleum Corporation ("Compton") jointly announced that\nthey had entered into an Arrangement Agreement (the "Arrangement Agreement")\nwhereby Compton would acquire, by way of a statutory plan of arrangement under\nthe Business Corporations Act (Alberta) (the "Arrangement"), all of the issued\nand outstanding common shares of WIN for cash consideration of $0.37 per\ncommon share and all of the issued and outstanding warrants of WIN for cash\nconsideration of $0.01 per warrant.\n\n\nDue to the recent operational developments of WIN that were referred to\nin a press release dated November 21, 2007 jointly issued by WIN and Compton,\nCompton has agreed to amend the Arrangement Agreement to increase the cash\nconsideration for all of the outstanding common shares of WIN to $0.45 per\ncommon share. The cash consideration for all of the outstanding warrants of\nWIN will remain at $0.01 per warrant. In connection with this increased\npurchase price, WIN has agreed to increase the non-completion fee payable\nunder the circumstances set forth in (i) Section 7.3(b) of the Arrangement\nAgreement from $1 million to $1.5 million and (i) Section 7.3(a) of the\nArrangement Agreement from $400,000 to $600,000.\n\n\nDue to the confidential nature of the recent operational developments\nthat gave rise to the increased cash consideration to WIN shareholders, WIN\nwill be disclosing details regarding these operational developments at a later\ndate. WIN anticipates that such disclosure will be provided by way of a press\nrelease prior to the Meeting.\n\n\nThe Arrangement has the support of each of the Board of Directors of both\nCompton and WIN. Jennings Capital Inc., the exclusive financial advisor to\nWIN, has verbally confirmed to the Board of Directors of WIN that subject to\nreceipt of final documentation, it will be providing to the Board of Directors\nof WIN an opinion that the consideration to be received in the Arrangement,\nincluding the higher $0.45 per common share consideration to be received by\nWIN shareholders, is fair from a financial point of view to the shareholders\nand warrantholders of WIN. The Board of Directors of WIN has unanimously\napproved the amendments to the Arrangement Agreement ...