Shareholders Approve the Reorganization and Recapitalization of Jura Energy Corporation
18 Januar 2012 - 1:00PM
Marketwired Canada
At the special meeting of the shareholders of Jura Energy Corporation (TSX:JEC)
("Jura") that was held on January 17, 2012 (the "Meeting"), Jura's shareholders
voted overwhelmingly to approve: (1) the consolidation of the common shares in
the capital of Jura on the basis of one post-consolidation common share of Jura
(each a "New Jura Share") for every ten (10) pre-consolidation common shares of
Jura (the "Consolidation"); (2) the issuance of 50,659,076 New Jura Shares to
Eastern Petroleum Limited ("EPL") in order for Jura to acquire all of the issued
and outstanding shares in the capital of Spud Energy Pty Limited ("Spud") from
EPL and the reconstitution of the board of directors of Jura (the
"Acquisition"); and (3) the non- brokered private placement of 5,000,000 New
Jura Shares at a price of $1.00 per New Jura Share, 1,000,000 of which are
anticipated to be issued to insiders of Jura (the "Private Placement").
The resolutions in respect of each of the Consolidation, the Acquisition and the
Private Placement (together the "Transactions") were approved by over 99% of the
common shares in the capital of Jura that were voted at the Meeting.
"We are extremely pleased with the level of shareholder support for the
Transactions", said Graham Garner, President and CEO of Jura. "We will be
working to close the Transactions as soon as possible and look forward to
progress on Jura's properties during the course of 2012."
Following the closing of the Transactions, Jura will have sufficient operating
cash flow and capital to execute a meaningful work program and anticipates the
following events during 2012:
-- The drilling and completion of a second production well in the Badar gas
field to increase existing production;
-- Commencement of the sale of gas from the Guddu block;
-- Completion of the Sara-Suri acquisition;
-- The Government of Pakistan passing the Low Btu Gas Exploration and
Production Policy, 2011, which is expected to significantly improve the
economics of the Kandra field development;
-- Continued progress on the Zarghun South field development, including
improved pricing for some of the reservoirs under Pakistan's Tight Gas
Policy, 2011; and
-- The drilling of a number of exploration wells.
Approval by the Jura shareholders of the resolutions passed at the Meeting
satisfied an important condition precedent to the closing of the Transactions.
Closing of the Transactions is subject to satisfaction of all other conditions
precedent to closing, including obtaining conditional listing approval of the
New Jura Shares on a Canadian stock exchange. In that regard, Jura is continuing
to advance its application with the Toronto Stock Exchange (the "TSX") to list
the New Jura Shares on the TSX. Pursuant to the applicable laws of Pakistan,
completion of the Acquisition is also subject to the approval of the Director
General of Petroleum Concessions in Pakistan ("DGPC"). An application for DGPC
approval was filed on December 27, 2011 and is currently in process.
DeGolyer & MacNaughton Canada Limited ("D&M") have independently prepared the
following estimates of Spud's reserves in accordance with the COGE Handbook as
of August 31, 2011 in a report dated November 1, 2011:
COMPANY SHARE - FORECAST PRICE CASE
Remaining Reserves as of August 31, 2011
---------------------------------------------
Net Present
Value of
Future Net
Revenue -
Before Income
Taxes -
Natural Gas Discounted at
Reserves Category Natural Gas Liquids 10%(3)
----------------------------------------------------------------------------
MMcf (Net) Mbbls (Net) US$(000)
Proved Developed
Producing 1,204 - 956
Non-producing 1,534 - 2,487
Proved Undeveloped 10,658 3,878 2,921
----------------------------------------------------------------------------
Total Proved 13,396 3,878 6,364
Probable 17,169 5,110 44,791
----------------------------------------------------------------------------
Total Proved + Probable 30,565 8,988 51,155
Possible(2) 12,321 3,986 20,925
----------------------------------------------------------------------------
Total Proved + Probable +
Possible 42,886 12,974 72,080
Notes:
(1) Estimates of Reserves and Net Present Value have been made assuming that
development of each property in respect of which the estimate is made will
occur, without regard to the likely availability to Spud of funding required for
that development.
(2) Possible reserves are those additional reserves that are less certain to be
recovered than probable reserves. There is a 10% probability that the quantities
actually recovered will equal or exceed the sum of proved plus probable plus
possible reserves.
(3) Estimates of future net revenue do not represent fair market value.
About Jura:
Jura Energy Corporation is an international energy company engaged in the
exploration, development and production of petroleum and natural gas properties
in Pakistan. Jura is based in Calgary, Alberta, and listed on the Toronto Stock
Exchange trading under the symbol JEC. Jura Energy Corporation conducts its
business in Pakistan through its subsidiary Frontier Holdings Limited.
Forward-looking statements: This document contains statements about expected or
anticipated future events and financial results that are forward-looking in
nature and, as a result, are subject to certain risks and uncertainties, such as
general economic, market and business conditions, the regulatory process and
actions, technical issues, new legislation, competitive and general economic
factors and conditions, the uncertainties resulting from potential delays or
changes in plans, the occurrence of unexpected events, and the Corporation's
capability to execute and implement its future plans. Actual results may differ
materially from those projected by management. For such statements, we claim the
safe harbour for forward-looking statements within the meaning of the Private
Securities Legislation Reform Act of 1995.
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