Canada NewsWire
CALGARY, Aug. 25, 2016
CALGARY, Aug. 25, 2016 /CNW/ - (TSX: TBE) – Twin Butte Energy Ltd. ("Twin Butte" or the "Company") wishes to respond to the claims made in a press release from Mr. Murray Bockhold yesterday, which included a number of inaccurate statements. The facts have been previously disclosed to all stakeholders and re-iterated to Mr. Bockhold (Bockhold Investment Management Group) and Mr. Edmonstone (Macquarie Capital) in a meeting held with members of the special committee of the board of directors of Twin Butte.
The facts are as follows:
In the event of an adverse vote by either the debentureholders or the shareholders, the Arrangement Agreement may be terminated and the Arrangement abandoned at any time. The Company would also be in default under its senior lending facility, entitling the senior lenders to take all steps to enforce their security. Neither the bank syndicate nor Reignwood are willing to make any changes to the arrangement terms.
The Board of Twin Butte has a broad responsibility and fiduciary duty to balance the interests of all stakeholders including the secured lenders, debentureholders, shareholders and employees. In fulfilling these responsibilities, the Board concluded, after examining all alternatives, that the Arrangement represented the most equitable sharing of value between the stakeholders and represented the highest aggregate value available to all of the stakeholders. The Arrangement represents a financial restructuring and the opportunity for the company to continue as a going concern. The Arrangement alternative is vastly superior to the possibility of insolvency, which the Board believes will lead to greater value destruction for all stakeholders.
Mr. Bockhold has made numerous inaccurate assertions in his press release that the company wishes to respond to with facts:
We would encourage all stakeholders to contact Twin Butte or their advisors if they are looking for the facts.
The board of directors of Twin Butte has previously stated, and continues to support its determinations, that: (i) the arrangement is in the best interests of Twin Butte and the Twin Butte securityholders; (ii) Twin Butte securityholders vote in favor of the arrangement; and (iii) the consideration to be received by Twin Butte securityholders pursuant to the arrangement is fair to the Twin Butte securityholders.
Securityholders who have not voted in respect of the arrangement or wish to change their vote may do so by following the instructions set forth on the proxy or voting instruction form provided to them. Securityholders may revoke a previously voted proxy with an instrument in writing, including another proxy, signed by the securityholder and delivered care of Twin Butte to Computershare Trust Company of Canada. In order to revoke a proxy previously delivered by an intermediary or its agent, on their behalf, beneficial securityholders should carefully follow any revocation instructions set forth on the voting instruction form provided to them by their intermediary or agent.
The proxy vote cut-off will be extended until 9:00 am MDT on Monday August 29th which is the starting time for the annual and special meeting of securityholders.
Reader Advisory
Certain information set forth in this press release, including information and statements which may contain words such as "could", "plans", "should", "anticipates", "expects", "believes", "will" and similar expressions and statements relating to matters that are not historical facts, contain forward-looking statements, including but not limited to statements regarding: the anticipated benefits and reasons for the arrangement, the potential consequences if the arrangement does not proceed, and the Company's belief with respect to the value of any future offers with respect to the Company, or its assets. By their nature, forward-looking statements are subject to numerous risks and uncertainties, some of which are beyond Twin Butte's control, including the rights of the lenders to exercise any rights or remedies under the credit facility and the value of any third party offer. The foregoing list is not exhaustive. Additional information on these and other risks that could affect completion of the arrangement are set forth in the information circular, which is available on SEDAR at www.sedar.com. In addition to the foregoing, the conclusions set out in the fairness opinions received by the board of the Company are subject to the assumptions made, procedures followed, matters considered and limitations on the review undertaken by such advisors in connection with such fairness opinions and are made as at the date of such opinions. The fairness opinions were prepared for the sole benefit of the board of directors of Twin Butte and should not to be construed as a recommendation to any securityholder as whether to vote in favor of the arrangement. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. The actual results, performance or achievement of Twin Butte could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what benefits that Twin Butte will derive therefrom. Twin Butte disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable securities laws.
SOURCE Twin Butte Energy Ltd.