Venoco, Inc. Extends Financing Date in Go-Private Agreement
20 7월 2012 - 8:03PM
Marketwired
Venoco, Inc. (NYSE: VQ) announced that based on the recommendation
of a special committee of independent directors, the board of
directors of Venoco has agreed to extend to August 31, 2012 the
date by which committed financing to complete the previously
announced merger between Venoco and an affiliate of Timothy M.
Marquez, Venoco's chairman and CEO, must be obtained. The merger
was previously approved by a majority of the outstanding shares of
Venoco common stock and a majority of the votes of the common stock
not owned by Mr. Marquez, his affiliates, and by directors,
officers and employees of Venoco or its subsidiaries. Completion of
the transaction is subject to certain closing conditions, including
a financing condition and other customary conditions.
Rick Walker, chairman of the special committee of the board of
directors, stated, "In light of the June 5, 2012 approval of the
transaction by a large majority of the company's public
shareholders as well as continued progress that has been made
toward obtaining the necessary financing by Mr. Marquez, the
special committee concluded that an extension until August 31, 2012
was appropriate in order to maximize the opportunity that Venoco
shareholders receive the benefits of the merger transaction."
Mr. Marquez commented, "I am pleased with the interest expressed
by multiple parties to provide financing for our 'go private'
proposal. I feel confident that with this additional time, we will
be able to secure a financing package sufficient to close the
transaction."
In connection with this extension of the Financing Date, the
committee negotiated for a requirement to amend the End Date (as
defined in the Merger Agreement) from October 16, 2012 to September
14, 2012, by which time closing must occur or the merger agreement
may be terminated by either party. Mr. Walker noted, "The
acceleration of the End Date of the Merger Agreement by more than a
month will reduce the uncertainty associated with the current 'go
private' process."
About the Company
Venoco is an independent energy company engaged in the
acquisition, exploitation and development of oil and natural gas
properties primarily in California. Venoco operates three offshore
platforms in the Santa Barbara Channel, has non-operated interests
in three other platforms, operates three onshore properties in
Southern California, and has extensive operations in Northern
California's Sacramento Basin.
Forward-Looking Statements
All statements in this press release except statements of
historical fact are forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, and these statements are subject
to numerous risks and uncertainties. The closing of the merger
agreement with Mr. Marquez and his affiliates is subject to a
number of conditions, including a financing condition, and those
conditions may not be satisfied. The term sheet referred to above
is not a binding commitment on the part of the potential source of
financing. The financing contemplated by the term sheet would be in
addition to certain financing arrangements to be entered into by
the company, and these arrangements may not be finalized or closed.
All forward-looking statements are made only as of the date hereof
and the company undertakes no obligation to update any such
statement. Further information on risks and uncertainties that may
affect the company's operations and financial performance, and the
forward-looking statements made herein, is available in the
company's filings with the Securities and Exchange Commission,
which are incorporated by this reference as though fully set forth
herein.
For further information, please contact Mike Edwards Vice
President (303) 626-8320 http://www.venocoinc.com E-Mail Email
Contact
Venoco, Inc. (NYSE:VQ)
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