Alange Energy announces share consolidation and name change
15 Juli 2011 - 10:30PM
PR Newswire (Canada)
TORONTO, July 15, 2011 /CNW/ -- TORONTO, July 15, 2011 /CNW/ -
Alange Energy Corp. (TSX-V: ALE), is pleased to announce the
consolidation of its issued and outstanding common shares on a
one-for-seven basis as authorized by its shareholders at the
Company's annual and special meeting of shareholders held on June
15, 2011. The consolidation is being effected to reduce volatility
in the stock and to make it more attractive to institutional
investors. The Company will also be consolidating its issued and
outstanding listed warrants (TSX-V: ALE.WT) on a one-for-seven
basis, with the result that each consolidated warrant will now
entitle the holder to acquire one common share in the capital of
the Company at an exercise price equal to seven times its original
exercise price, or $3.50. Commencing at opening of trading on
Tuesday, July 19, 2011, the common shares in the capital of the
Company and listed warrants will trade on a post-consolidation
basis on the TSX Venture Exchange. In conjunction with the
consolidation and on the same date, the Company will be changing
its name to PetroMagdalena Energy Corp., and the post-consolidation
common shares and warrants will trade under the new name and
corresponding new trading symbols, "PMD" and "PMD.WT",
respectively. The following table summarizes the Company's capital
structure following the consolidation of its common shares and
warrants (all dollar amounts expressed in Canadian dollars): Table
1 - PetroMagdalena Energy Corp. capital structure
(post-consolidation and name change)
_____________________________________________________________________
|Common Shares |142,290,312 (TSX-V: PMD) |
|____________________|________________________________________________|
|Stock Options | -- 3,471,429 stock options vested and | | |
exerciseable at $3.045 per share | | | expiring on August 12, 2014
| | | -- 248,571 stock options vested and | | | exerciseable at
$3.08 per share expiring| | | on December 11, 2014 | | | -- 71,429
stock options vested and | | | exerciseable at $3.045 per share | |
| expiring on June 23, 2015 | | | -- 417,857 stock options vested
and | | | exerciseable at $3.045 per share | | | expiring on
September 27, 2015 | | | -- 5,195,000 stock options vested and | |
| exerciseable at $2.10 per share expiring| | | on May 9, 2016 | |
| -- 128,571 stock options vested and | | | exerciseable at $2.10
per share expiring| | | on June 15, 2016 | | | -- 45,238 stock
options vested and | | | exerciseable at $3.57 per share expiring|
|____________________|________on_February_27,_2019____________________|
|Warrants | -- 16,334,786 listed common share purchase | | |
warrants (TSX-V: PMD.WT). Each warrant | | | entitles the holder to
purchase one | | | common share at $3.50 per warrant until | | |
February 22, 2016. | | | -- 1,330,714 unlisted common share
purchase| | | warrants. Each warrant entitles the | | | holder to
purchase one common share at | | | $3.50 per warrant until February
22, | | | 2016. These warrants are anticipated to | | | be listed
for trading in September 2011,|
|____________________|________subject_to_regulatory_approval._________|
|Senior Secured Notes|31,050 unlisted senior secured notes. These |
| |senior secured notes are anticipated to be | | |listed for
trading in September 2011, subject to| | |regulatory approval. |
|____________________|________________________________________________|
No fractional shares or warrants will be issued if, as a result of
the consolidation, a registered shareholder would otherwise become
entitled to a fractional common share or warrant by virtue of
holding common shares or warrants that are not in a multiple of
seven. Any fractional shares or warrants resulting from the
consolidation will be converted by the Company into whole shares or
warrants on the basis that each fractional share or warrant that is
less than half of a share or warrant will be cancelled and each
fractional share or warrant that is at least half of a share or
warrant will be changed to one whole common share or warrant. About
Alange Energy Corp. Alange Energy is a Canadian-based oil and gas
exploration and production company, with working interests in 19
properties in five basins in Colombia. Further information can be
obtained by visiting our website at www.alangeenergy.com. All
monetary amounts in Canadian dollars unless otherwise stated. This
news release contains certain "forward-looking statements" and
"forward-looking information" under applicable Canadian securities
laws concerning the business, operations and financial performance
and condition of Alange Energy. Forward-looking statements and
forward-looking information include, but are not limited to,
statements with respect to the listing of the Warrants on the TSX
Venture Exchange and the intended use of the net proceeds from the
Offering. Except for statements of historical fact relating to the
Company, certain information contained herein constitutes
forward-looking statements. Forward-looking statements are
frequently characterized by words such as "plan," "expect,"
"project," "intend," "believe," "anticipate," "estimate" and other
similar words, or statements that certain events or conditions
"may" or "will" occur. Forward-looking statements are based on the
opinions and estimates of management at the date the statements are
made, and are based on a number of assumptions and subject to a
variety of risks and uncertainties and other factors that could
cause actual events or results to differ materially from those
projected in the forward-looking statements. Many of these
assumptions are based on factors and events that are not within the
control of Alange Energy and there is no assurance they will prove
to be correct. Factors that could cause actual results to vary
materially from results anticipated by such forward-looking
statements include changes in market conditions, risks relating to
international operations, fluctuating oil and gas prices and
currency exchange rates, changes in project parameters, the
possibility of project cost overruns or unanticipated costs and
expenses, labour disputes, other risks of the oil and gas industry,
failure of plant, equipment or processes to operate as anticipated;
the ability of Alange Energy to obtain qualified staff, equipment
and services in a timely and cost efficient manner to develop its
business; the ability to replace and expand oil and natural gas
reserves through acquisition, development of exploration; the
timing and costs of drilling, completion, pipeline, storage and
facility construction and expansion; the regulatory framework
regarding royalties, taxes and environmental matters; the ability
of Alange Energy to successfully market its oil and natural gas
products and completion of the review of internal controls and
procedures, management systems and corporate governance practices.
Although Alange Energy has attempted to identify important factors
that could cause actual actions, events or results to differ
materially from those described in forward-looking statements,
there may be other factors that cause actions, events or results
not to be anticipated, estimated or intended. There can be no
assurance that forward-looking statements will prove to be
accurate, as actual results and future events could differ
materially from those anticipated in such statements. Alange Energy
undertakes no obligation to update forward-looking statements if
circumstances or management's estimates or opinions should change
except as required by applicable securities laws. The reader is
cautioned that the foregoing lists of risks, uncertainties,
assumptions and other factors are not exhaustive. The reader
should not place undue reliance on forward-looking statements.
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 news release. To view this news release in HTML formatting,
please use the following URL:
http://www.newswire.ca/en/releases/archive/July2011/15/c5791.html p
/p p Mr. Michael Daviesbr/ Chief Financial Officerbr/
416-360-7915br/ a
href="mailto:mdavies@alangecorp.com"mdavies@alangecorp.com/a /p p
Ms. Miranda Smithbr/ Investor Relationsbr/ 647-428-7422br/ a
href="mailto:miranda@thecapitallab.com"miranda@thecapitallab.com/a
/p
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