Business
Special Meeting of Shareholders June 4, 2025 - Notice of Court Application June 6, 2025
CALGARY AB / ACCESS Newswire / May 26, 2025 / Waskahigan Oil & Gas Corp (WOGC-CSE) ("WOGC") wishes to announce that it will hold a special meeting ("Meeting") of the shareholders of WOGC at 7:00am on June 4, 2025. The fourfold purpose of the Meeting ...
About this update from Waskahigan Oil & Gas Corp.
[{"type":"text","content":"CALGARY AB / ACCESS Newswire / May 26, 2025 / Waskahigan Oil & Gas Corp (WOGC-CSE) ("WOGC") wishes to announce that it will hold a special meeting ("Meeting") of the shareholders of WOGC at 7:00am on June 4, 2025. The fourfold purpose of the Meeting is set out below. Recent events have impacted the go forward plans of WOGC. Background: WOGC has shareholder and court approval of a plan of arrangement to spin out a wholly owned subsidiary Fox Creek Energy Ltd. ("FCE") and its subsidiary Odaat Oil Corp ("Odaat"). Recent Events: First, prior to implementation of the plan of arrangement, Odaat sold substantially all of its oil and gas assets by agreement dated February 28, 2025. The agreement is subject to the approval of the Alberta Energy Regulator. Assuming approval is obtained, Odaat intends to: (a) complete it statutory abandonment and remediation obligations for assets not sold and after satisfaction of debts to distribute the net sale proceeds to shareholders leaving no assets and no liabilities in WOGC, FCE and Odaat. Second, WOGC has executed a definitive agreement to acquire the shares of Terra Metals Inc. (Delaware corp)(see press release dated May 26, 2025) which will result in a reverse takeover transaction ("WOGC RTO"). Third, FCE has received non-binding expressions of interest to enter into reverse takeover ("FCE RTO") transactions to close before the closing of the WOGC RTO. One of the conditions is that the shares of Odaat be sold prior to the closing of the FCE RTO. The shares of Odaat may have to be sold prior to the resolution of all debts and assets in Odaat. A mechanism has been developed to ensure existing shareholders receive the benefits of the assets in Odaat post liquidation. Fourth, because of the uncertainty in closing the WOGC and/or FCE RTO transactions and the high cost of continuous disclosure (especially audit costs for fiscal year end December 31, 2025), WOGC is seeking shareholder and court approval to take WOGC and/or FCE private by December 31, 2025 if the WOGC RTO and/or the FCE RTO transactions do not close. The purpose of the Meeting is fourfold:","length":2183,"tagName":"p"},{"type":"text","content":"1) To approve by special resolution the Plan of Arrangement Amending Agreement #2 dated May 1, 2025 (to delete paragraph 5.1(k) of...