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Canada West Capital to acquire Canadian Sub-Surface Energy Services Inc.

Canada West Capital to acquire Canadian Sub-Surface Energy Services Inc..

articleGolconda Gold LtdNovember 29, 20054/company/galane-gold-ltd/news/canada-west-capital-to-acquire-canadian-sub-surface-energy-services-inc
Canada West Capital to acquire Canadian Sub-Surface Energy Services Inc.

About this update from Golconda Gold Ltd

[{"type":"text","content":"\n\n\n\n\nTSX Venture Exchange: CW.H\n\nVANCOUVER, Nov. 29 /CNW/ - The Company is pleased to announce that it has\nentered into a non-binding letter of intent to enter into a transaction with\nCanadian Sub-Surface Energy Services Inc. (\"CanSub\"), a Calgary-based company\nspecializing in providing services to oil and gas exploration and production\ncompanies in Western Canada. Under the terms of the transaction, the Company\nwill have an option to acquire all of the issued and outstanding shares of\nCanSub. CanSub provides cased-hole wireline, slickline, production testing,\nwell optimization and swabbing services to junior, intermediate and senior oil\nand gas exploration and production companies, with operations focused in\nWestern Canada. CanSub generated approximately $33 million in consolidated\nrevenue for the nine-month period ended September 30, 2005 to a diverse client\nbase consisting of over 500 different customers. The operations of CanSub are\ncomprised of approximately 250 employees working out of various field\nlocations in Alberta and Saskatchewan and its headquarters in Calgary.\nUnder the terms of the transaction, which is expected to be completed by\nway of a statutory plan of arrangement, the Company intends to acquire an\noption to acquire all of the outstanding shares of CanSub for an exercise\nprice to be agreed upon by both parties. Approximately one half of such\nexercise price will be payable in cash with the balance payable in securities\nof the Company. These securities may be subject to escrow or other\nrestrictions imposed by applicable stock exchanges. Completion of the\ntransaction is subject to the following conditions: (a) regulatory, and if\nnecessary, shareholder approval to the transaction; (b) completion of due\ndiligence; (c) completion of a 7:1 consolidation of the Company's shares; and\n(d) completion of a brokered private placement to raise gross proceeds of\napproximately $32.5 million. The Company intends to call a shareholder meeting\non or about January 30, 2006 to approve the plan of arrangement and related\ntransactions. As part of the transaction, the Company intends to complete a\nnon-brokered private placement of 3,000,000 non-voting preferred shares (pre-\nconsolidation) at a price of $0.50 per share to provide working capital. It is\nexpected that existing management of CanSu...

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