ASX-listed Calima Energy Limited has moved a step closer to full ownership of its partners in the company’s promising Canadian oil and gas project by moving to compulsory acquire the remaining shares in TMK Montney Limited (TMKM) and TSV Montney Limited (TSVM).

Calima announced the “friendly” takeover offers to the ordinary shareholders of each of TSVM and TMKM in May 2018 and has noe acquired 98.08% of TMKM’s and 91.20% of TSVM shares on issue.

Calima managing director, Alan Stein, said the compulsory acquisition of the TSVM and TMKM shares, and the imminent consolidation of 100% of the Montney Project into Calima, was an important step in the company’s development plans.

“As we complete the acquisition of TSVM and TMKM we welcome new shareholders to the company and look forward to developing the benefits that come from the simplified ownership structure over the 72,000 acres of drilling rights in the Calima Lands,” Mr Stein said.

“Our plans for drilling late in 2018 remain on track and we are excited by continued drilling successes in the Montney near the Calima Lands and the overall improved outlook for infrastructure across the whole play, which we believe will have a positive impact on valuations.”

Mr Stein said completion of the Proposed Transaction will result in a number of key benefits, including, but not limited, to:

  • Consolidation of the Montney Project 100% into a single entity, which is likely to attract greater market interest;
  • The enhanced structure and larger market capitalisation will likely provide improved access to capital to fund the forward work program and removes any risk associated with TSVM and/or TMKM funding its share of development costs;
  • Consolidation removes any potential impediments or misalignment of separate JV interests; and
  • Additional synergies include the removal of duplicated technical and administrative costs.

Further Offer Details

Completion of the Offers and the compulsory acquisition of the remaining TSVM and TMKM shares will see the issue of a total of approximately 420.8 million new Calima shares, with approximately 149.6 million of these new shares (representing 35.5% of shares issued) subject to escrow through to 30 April 2019.2

The issue of new shares under the Offers and the compulsory acquisition processes is expected to occur according to the following timeline:

  • The issue of new Calima shares to TMKM shareholders who accepted the Offer was completed on the 13 July 2018. New Calima shares to be issued to those shareholders whose shares will be acquired under compulsory acquisition is expected to be completed approximately 2 to 4 weeks later.
  • The issue of new Calima shares to TSVM shareholders who accepted the Offer is expected to be completed on the 27 July 2018. New Calima Shares to be issued to those shareholders whose shares were acquired under compulsory acquisition is expected to be completed approximately 2 to 4 weeks later.