|By Marketwired .||
|March 20, 2014 11:30 AM EDT||
CALGARY, ALBERTA -- (Marketwired) -- 03/20/14 -- Antrim Energy Inc. (TSX: AEN)(AIM: AEY) is a Canadian, Calgary based junior oil and gas exploration and production company with assets in the UK North Sea and Ireland. Antrim is listed on the Toronto Stock Exchange (AEN) and on the London Stock Exchange's Alternative Investment Market (AEY). ("Antrim" or the "Company"), announced today that Institutional Shareholder Services, Inc. ("ISS") and Glass, Lewis & Co., LLC ("Glass Lewis"), two leading independent proxy advisory firms have both recommended that Antrim shareholders vote FOR the proposed special resolution to approve a sale of Antrim's subsidiary, Antrim Resources (N.I) Limited ("ARNIL") ("The Transaction") at the Special Meeting of Shareholders to take place at 3 p.m (Calgary Time) on April 4th 2014.
ISS summarized its recommendation FOR the Transaction as follows: "The asset sale transaction makes strategic sense as it enables the Company to realize value for some of the assets." and "This sale is designed to enable a full settlement of all liabilities. No distribution is planned and there is no impact on the share price."
Glass Lewis summarized its recommendation FOR the Transaction as follows: "In late August of 2013, the Company formally engaged its financial adviser to begin a broad solicitation process for third parties potentially interested in: (i) providing financing to the Company; and/or (ii) acquiring the Company's equity stake in ARNIL, in whole or in part. In all, six parties were allowed to conduct detailed due diligence on the Company. In late November of 2013, the Company agreed to negotiate exclusively with First Oil Expro Limited ("First Oil") until the end of the year, but the two sides could not reach a definitive agreement within this timeframe. Thereafter, the Company restarted talks with some of the other previously interested parties and received multiple competing offers. However, the Company's board ultimately determined that First Oil had made the best offer, noting that the other offers provided for less consideration to the Company and/or were believed to be subject to greater execution risks. On February 7, 2014, the Company and First Oil entered into the share purchase agreement, with the Company issuing a press release that day announcing the deal.
In our view, the rationale behind the proposed transaction is relatively straightforward. The Company is currently in a financial bind, as the development of the Causeway Field has not gone the way that management and the board had previously hoped. If the proposed transaction is not completed, the board states that the Company's ability to pursue other business opportunities will be severely limited due to the current restrictions imposed by the various debt and hedging agreements. The board also believes that there would be a significant risk that its lender would act on its security arrangements, which would likely leave shareholders with little or no value for their Antrim shares. Conversely, with the proposed sale, the Company will receive a significant infusion of cash that will be used to settle all of its outstanding debt obligations, while still leaving the Company with approximately $17.0 million to $18.0 million for working capital purposes."
And "Based on these factors and the unanimous support of the board, we believe that the proposed transaction is in the best interests of the Company and its shareholders. Accordingly, we recommend that shareholders vote FOR this proposal."
The meeting of the shareholders of Antrim (the "Special Meeting") to consider the proposed Divestiture will be held at Bankers Hall Auditorium, 335 - 8th Avenue S.W., Calgary, Alberta on Friday, April 4, 2014 at 3:00 p.m. (Calgary time). The record date for voting at the Special Meeting is February 21, 2014.
The Board of Directors unanimously recommends voting FOR the Transaction Resolution, and has determined that the Transactions in the best interests of Antrim Shareholders.
Your vote is important regardless of the number of common shares of Antrim you own. Shareholders who have questions or require assistance in voting their proxy may direct their inquiry to Antrim's proxy solicitation agent, CST Phoenix Advisors, toll-free in North America at 1-800-311-0721 or by email at [email protected].
The Company may utilize Broadridge's QuickVote system, which involves non-objecting beneficial owners of Common Shares being contacted by Phoenix, which is soliciting proxies on behalf of management of the Company, to obtain voting instructions over the telephone and relaying them to Broadridge (on behalf of the Shareholder's intermediary). While representatives of Phoenix are soliciting proxies on behalf of management of the Company, which is recommending that Shareholders vote in favour of the transaction resolution, Shareholders are not required to vote in the manner recommended by management. The QuickVote system is intended to assist Shareholders in placing their votes; however, there is no obligation for any Shareholder to vote using the QuickVote system, and Shareholders may vote (or change or revoke their votes) at any other time and in any other applicable manner described in this Information Circular. Any voting instructions provided by a Shareholder will be recorded and such Shareholder will receive a letter from Broadridge (on behalf of the Shareholder's intermediary) as confirmation that his/her/its voting instructions have been accepted.
How to Vote
Due to essence of time, Antrim shareholders are urged to vote today using the methods below.
Shareholders who have physical certificates representing Antrim shares, may vote by Mail or Fax.
Mail: Complete, date and sign the enclosed proxy form and mail to:
CST Trust Company Attn: Proxy Department P.O. Box 721, Agincourt, Ontario, M1S 0A1
FAX: Complete, date and sign the enclosed proxy form and return it by fax to 1-416-368-2502.
Shareholders who hold their shares through a broker or other intermediary may vote via the internet at www.proxyvote.com or following the other instructions found on the voting instruction form.
Internet: Visit www.proxyvote.com and enter your 12 digit control number located on the enclosed voting instruction form.
Telephone: Canadian - Call 1-800-474-7493 U.S - Call 1-800-454-8683
And provide your 12 digit control number located on the enclosed voting instruction form.
Fax: Canadian - Fax your voting instruction form to 1-905-507-7793 or toll free to 1-866-623-5305 in order to ensure that your vote is received before the deadline. Mail: DATA PROCESING CENTRE PO BOX - 2800 STN LCD MALTON Mississauga, ON L5T2T7
Cautionary Note and Forward-Looking Statements
This press release contains certain forward-looking statements with respect to the Company. These forward-looking statements, by their nature, require the Company to make certain assumptions and necessarily involve known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied in these forward-looking statements. Forward-looking statements are not guarantees of performance. These forward-looking statements, including financial outlooks, may involve, but are not limited to, comments with respect to the Company's business or financial objectives, its strategies or future actions, its targets, expectations for financial condition or outlook for operations and future contingent payments. Words such as "may", "will", "would", "could", "expect", "believe", "plan", "anticipate", "intend", "estimate", "continue", or the negative or comparable terminology, as well as terms usually used in the future and the conditional, are intended to identify forward-looking statements. Information contained in forward-looking statements is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including management's perceptions of historical trends, current conditions and expected future developments, as well as other considerations that are believed to be appropriate in the circumstances. The Company considers these assumptions to be reasonable based on information currently available to it, but cautions the reader that these assumptions regarding future events, many of which are beyond its control, may ultimately prove to be incorrect since they are subject to risks and uncertainties that affect the Company and its business.
The forward-looking information set forth herein reflects the Company's expectations as at the date of this press release and is subject to change after such date. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, other than as required by law.
Antrim Energy Inc.
President & CEO
+ 1 403 264-5111
Antrim Energy Inc.
Chief Financial Officer
+ 1 403 264-5111
RFC Ambrian Limited
+44 (0) 20 3440 6800
Tim Thompson/Tom Hufton
+44 (0) 20 7466 5000
Antrim's Proxy Solicitation Agent
CST Phoenix Advisors
1(800) 311-0721 (toll-free)
In their Live Hack” presentation at 17th Cloud Expo, Stephen Coty and Paul Fletcher, Chief Security Evangelists at Alert Logic, will provide the audience with a chance to see a live demonstration of the common tools cyber attackers use to attack cloud and traditional IT systems. This “Live Hack” uses open source attack tools that are free and available for download by anybody. Attendees will learn where to find and how to operate these tools for the purpose of testing their own IT infrastructu...
Aug. 30, 2015 02:00 AM EDT Reads: 381
SYS-CON Events announced today that IceWarp will exhibit at the 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. IceWarp, the leader of cloud and on-premise messaging, delivers secured email, chat, documents, conferencing and collaboration to today's mobile workforce, all in one unified interface
Aug. 30, 2015 01:00 AM EDT Reads: 379
WebRTC has had a real tough three or four years, and so have those working with it. Only a few short years ago, the development world were excited about WebRTC and proclaiming how awesome it was. You might have played with the technology a couple of years ago, only to find the extra infrastructure requirements were painful to implement and poorly documented. This probably left a bitter taste in your mouth, especially when things went wrong.
Aug. 30, 2015 01:00 AM EDT Reads: 426
It’s been proven time and time again that in tech, diversity drives greater innovation, better team productivity and greater profits and market share. So what can we do in our DevOps teams to embrace diversity and help transform the culture of development and operations into a true “DevOps” team? In her session at DevOps Summit, Stefana Muller, Director, Product Management – Continuous Delivery at CA Technologies, answered that question citing examples, showing how to create opportunities for ...
Aug. 30, 2015 01:00 AM EDT Reads: 470
Whether you like it or not, DevOps is on track for a remarkable alliance with security. The SEC didn’t approve the merger. And your boss hasn’t heard anything about it. Yet, this unruly triumvirate will soon dominate and deliver DevSecOps faster, cheaper, better, and on an unprecedented scale. In his session at DevOps Summit, Frank Bunger, VP of Customer Success at ScriptRock, will discuss how this cathartic moment will propel the DevOps movement from such stuff as dreams are made on to a prac...
Aug. 30, 2015 01:00 AM EDT Reads: 204
With the proliferation of connected devices underpinning new Internet of Things systems, Brandon Schulz, Director of Luxoft IoT – Retail, will be looking at the transformation of the retail customer experience in brick and mortar stores in his session at @ThingsExpo. Questions he will address include: Will beacons drop to the wayside like QR codes, or be a proximity-based profit driver? How will the customer experience change in stores of all types when everything can be instrumented and a...
Aug. 29, 2015 11:45 PM EDT Reads: 421
Red Hat is investing in Tesora, the number one contributor to OpenStack Trove Database as a Service (DBaaS) also ranked among the top 20 companies contributing to OpenStack overall. Tesora, the company bringing OpenStack Trove Database as a Service (DBaaS) to the enterprise, has announced that Red Hat and others have invested in the company as a part of Tesora's latest funding round. The funding agreement expands on the ongoing collaboration between Tesora and Red Hat, which dates back to Febr...
Aug. 29, 2015 10:00 PM EDT Reads: 319
The Internet of Things (IoT) is about the digitization of physical assets including sensors, devices, machines, gateways, and the network. It creates possibilities for significant value creation and new revenue generating business models via data democratization and ubiquitous analytics across IoT networks. The explosion of data in all forms in IoT requires a more robust and broader lens in order to enable smarter timely actions and better outcomes. Business operations become the key driver of I...
Aug. 29, 2015 07:30 PM EDT Reads: 376
SYS-CON Events announced today that DataClear Inc. will exhibit at the 17th International Cloud Expo®, which will take place on November 3–5, 2015, at the Santa Clara Convention Center in Santa Clara, CA. The DataClear ‘BlackBox’ is the only solution that moves your PC, browsing and data out of the United States and away from prying (and spying) eyes. Its solution automatically builds you a clean, on-demand, virus free, new virtual cloud based PC outside of the United States, and wipes it clean...
Aug. 29, 2015 07:15 PM EDT Reads: 369
Culture is the most important ingredient of DevOps. The challenge for most organizations is defining and communicating a vision of beneficial DevOps culture for their organizations, and then facilitating the changes needed to achieve that. Often this comes down to an ability to provide true leadership. As a CIO, are your direct reports IT managers or are they IT leaders? The hard truth is that many IT managers have risen through the ranks based on their technical skills, not their leadership ab...
Aug. 29, 2015 04:00 PM EDT Reads: 323
A producer of the first smartphones and tablets, presenter Lee M. Williams will talk about how he is now applying his experience in mobile technology to the design and development of the next generation of Environmental and Sustainability Services at ETwater. In his session at @ThingsExpo, Lee Williams, COO of ETwater, will talk about how he is now applying his experience in mobile technology to the design and development of the next generation of Environmental and Sustainability Services at ET...
Aug. 29, 2015 03:45 PM EDT Reads: 108
Cloud and datacenter migration innovator AppZero has joined the Microsoft Enterprise Cloud Alliance Program. AppZero is a fast, flexible way to move Windows Server applications from any source machine – physical or virtual – to any destination server, in any cloud or datacenter, using its patented container technology. AppZero’s container is also called a Virtual Application Appliance (VAA). To facilitate Microsoft Azure onboarding, AppZero has two purpose-built offerings: AppZero SP for Azure,...
Aug. 29, 2015 01:00 PM EDT Reads: 147
WSM International, the pioneer and leader in server migration services, has announced an agreement with WHOA.com, a leader in providing secure public, private and hybrid cloud computing services. Under terms of the agreement, WSM will provide migration services to WHOA.com customers to relocate some or all of their applications, digital assets, and other computing workloads to WHOA.com enterprise-class, secure cloud infrastructure. The migration services include detailed evaluation and planning...
Aug. 29, 2015 12:00 PM EDT Reads: 144
This Enterprise Strategy Group lab validation report of the NEC Express5800/R320 server with Intel® Xeon® processor presents the benefits of 99.999% uptime NEC fault-tolerant servers that lower overall virtualized server total cost of ownership. This report also includes survey data on the significant costs associated with system outages impacting enterprise and web applications. Click Here to Download Report Now!
Aug. 29, 2015 11:45 AM EDT Reads: 152
IBM’s Blue Box Cloud, powered by OpenStack, is now available in any of IBM’s globally integrated cloud data centers running SoftLayer infrastructure. Less than 90 days after its acquisition of Blue Box, IBM has integrated its Blue Box Cloud Dedicated private-cloud-as-a-service into its broader portfolio of OpenStack® based solutions. The announcement, made today at the OpenStack Silicon Valley event, further highlights IBM’s continued support to deliver OpenStack solutions across all cloud depl...
Aug. 29, 2015 11:30 AM EDT Reads: 200