CALGARY, Oct. 11, 2012 /CNW/ – Toscana Energy Income Corporation (“Toscana” or the “Corporation“) is pleased to announce that it has completed its acquisition (the “Acquisition“) of Senmar Capital Corp. (“Senmar“) by way of an amalgamation of Senmar and a wholly-owned subsidiary of Toscana. Subject to final approval of the TSX Venture Exchange (the “Exchange“), the Acquisition will constitute Senmar’s Qualifying Transaction under the policies of the Exchange and will result in the listing of the common shares of Toscana (the “Toscana Shares“) under the stock symbol “TEI” .
In connection with the Acquisition, Toscana issued 45,535 Toscana Shares to former holders (“Senmar Shareholders“) of common shares of Senmar (“Senmar Shares“) and 7,083 options to acquire Toscana Shares to former holders of options to acquire Senmar Shares. Toscana currently has 2,145,467 Toscana Shares and 653,228 cumulative preferred shares (“Toscana Preferred Shares“), issued and outstanding, which include the securities issued as part of the Acquisition. Senmar Shareholders approved the Acquisition at a meeting of Senmar Shareholders held on October 10, 2012.
As part of the transaction, Toscana entered into an escrow agreement pursuant to which an aggregate of 267,650 Toscana Shares and 33,200 Toscana Preferred Shares were placed in escrow (the “Escrow Agreement“). Under the terms of the Escrow Agreement, 10% of the shares deposited will be released on issuance of the final Exchange bulletin, and the balance of such shares will be released in tranches of 20%, 30%, and 40% over the next 18 months.
Toscana is a conventional oil and gas producer with the mandate to acquire high quality, long life oil and gas assets including royalties, non-operated working interests and unitized production for yield and capital appreciation. Toscana will continue to be managed by Toscana Energy Corporation, a member of the Sprott Group of Companies. The Acquisition creates a yield-oriented junior energy company, with added liquidity for its shareholders, that is committed to delivering value across all measures, including dividends.
Neither the 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.
SOURCE: Toscana Energy Income Corporation