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SXS

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Share Name Share Symbol Market Type
TSXV:SXS TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0 -

Solimar Energy Limited: Proposed Consolidation of Shares

04/11/2013 10:23pm

Marketwired Canada


Solimar Energy Limited ("Solimar" or "the Company") (TSX VENTURE:SXS)(ASX:SGY)
is proposing to consolidate the number of Shares it has on issue through the
conversion of every 25 Shares into one Share ("Consolidation").


The Company is holding its Annual General Meeting on 29 November 2013 at 10:30am
(AEDT) in Melbourne, Australia and has included a resolution at the meeting
asking shareholders to approve the Consolidation. In order for the Company to
effect the Consolidation a majority of shareholders voting will need to approve
it. If the Consolidation is approved by shareholders it will take effect from 16
December 2013 in accordance with a timetable which will be announced to the ASX
and TSXV closer to that date. 


The current number of Shares outstanding is 509,240,359 and under the proposed
Consolidation this number would be reduced to approximately 20.4 million. The
Consolidation will not result in any unpaid amounts and where a fractional
entitlement occurs the Company will round that fraction up to the nearest whole
Share.  


The Company currently has 51,100,000 unlisted options ("options") and
109,678,651 unlisted warrants ("warrants") on issue. The proposed Consolidation
would see these reduced to 2,044,000 options and 4,387,147 warrants with a
corresponding increase in their respective exercise prices. 


The Company also has convertible debentures on issue and under the proposed
Consolidation the price at which they convert to Shares would be adjusted to
reflect the Consolidation. 


A more detailed explanation of the impact the proposed Consolidation would have
on the options, warrants and convertible debentures can be found in the
Explanatory Memorandum of the Notice of Annual General Meeting. 


The Board have decided to seek shareholder approval for the consolidation as
under the rules of the TSXV a company listed on the TSXV is not able to issue
shares at a price below C$0.05 per share (unless approved by the TSXV). As the
current market price of the Shares is below C$0.05, the TSXV rules effectively
restrict the Company from issuing new Shares. The Consolidation, by reducing the
number of Shares and thereby increasing the imputed value of each Share, is
expected to allow the Company to issue new shares so that the issue complies
with the TSXV rules. The Consolidation is further expected to make an investment
in the Company's securities more attractive to institutional and other investors
and to position the Company for long term growth.


There are no plans to change the name of the Company.

The Consolidation is subject to the approval of the TSXV. No assurance can be
given that the Consolidation will be approved by the TSXV on the terms proposed
or at all.


Neither TSX Venture Exchange nor its Regulation Services Provider (as that term
is defined in the policies of the TSX Venture Exchange) accepts responsibility
for the adequacy or accuracy of this release.


Reader Advisory: Forward-looking statements

This news release contains forward-looking information relating to the Company's
proposed consolidation of its capital and other statements that are not
historical facts. Such forward-looking information is subject to important
risks, uncertainties and assumptions. The results or events predicated in this
forward-looking information may differ materially from actual results or events.
As a result, you are cautioned not to place undue reliance on this
forward-looking information.


Forward-looking information is based on certain factors and assumptions. While
the Company considers these assumptions to be reasonable based on information
currently available to it, they may prove to be incorrect.


Forward looking-information is subject to certain factors, including risks and
uncertainties that could cause actual results to differ materially from what is
currently expected. These factors include risks associated with the instability
of the economic environments in which the Company operates or owns interests,
oil and gas exploration, development, exploitation, production, marketing and
transportation, loss of markets, volatility of commodity prices, currency
fluctuations, imprecision of reserve estimates, environmental risks, competition
from other producers, inability to retain drilling rigs and other services,
incorrect assessment of the value of acquisitions, failure to realize the
anticipated benefits of acquisitions, delays resulting from or inability to
obtain required regulatory approvals and ability to access sufficient capital
from internal and external sources, reliance on key personnel, regulatory risks
and delays, including risks relating to the acquisition of necessary licenses
and permits, environmental risks and insurance risks.


You should not place undue importance on forward-looking information and should
not rely upon this information as of any other date. While the Company may elect
to, the Company is under no obligation and does not undertake to update this
information at any particular time, except as required by law. 


ABN 42 112 256 649

FOR FURTHER INFORMATION PLEASE CONTACT: 
Solimar Energy Limited
Chris Bowyer
Company Secretary
+1 805 643 4100 or (03) 9347 2409
www.solimarenergy.com.au

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