|By Marketwired .||
|May 20, 2014 05:33 PM EDT||
CALGARY, ALBERTA -- (Marketwired) -- 05/20/14 -- Passport Energy Ltd. ("Passport") and Amarok Energy Inc. ("Amarok") (TSX VENTURE: AMR) announce that they have entered into an amended and restated arrangement agreement ("Amended Agreement") dated as of May 14, 2014 that amends and restates the arrangement agreement dated April 25, 2014 among Amarok, 1815766 Alberta Inc. and Passport that was previously announced by Passport and Amarok on April 30, 2014. A copy of the Amended Agreement will be available on SEDAR profiles of each of Amarok and Passport at www.sedar.com. The Amended Agreement provides, among other things, that 32 Degrees Diversified Energy Fund II (Canadian) L.P. and 32 Degrees Diversified Energy Fund II (US) L.P. (together, "32 Degrees") will participate in the previously announced private placement financing by way of a subscription for $13,000,000 of common shares of Passport ("Passport Shares") at $0.18 per Passport Share (the "Share Offering") after the Passport Shares have been consolidated on a six (6) to one (1) basis (the "Consolidation"). Consequently, the subscription receipt private placement financing previously announced has been revised to be an offering of up to a maximum of $10,000,000 of subscription receipts of Passport ("Subscription Receipts") at $0.18 per Subscription Receipt (the "Subscription Receipts Offering") where, subject to certain escrow conditions being met, each Subscription Receipt is exchangeable for one post-Consolidation Passport Share for no additional consideration. No minimum offering of the Subscription Receipts Offering needs to be achieved in order for Passport to close on the Subscription Receipt Offering. Passport has received conditional approval from the TSX Venture Exchange in connection with the Share Offering and Subscription Receipts Offering. The Amended Agreement also provides for Amarok's covenant to grant, contingent on the completion of the transactions contemplated in the Amended Agreement and effective after the completion of such transactions, undertakings to 32 Degrees in respect of certain corporate governance matters of Amarok as well as changes to deadline dates for filings, court applications, closing date and mailing date of the joint information circular contemplated in the Amended Agreement. Other than the above, the Amended Agreement does not materially change any of the material terms previously announced and does not affect the date of the Passport shareholder meeting or Amarok shareholder meeting, each of which is still anticipated to be held on June 12, 2014.
Passport and 32 Degrees have entered into subscription agreements dated May 16, 2014 (the "32 Degrees Subscriptions") in respect of the Share Offering. As previously announced, a portion of the subscription price to be paid by 32 Degrees will include the transfer and conveyance of certain lands in the Hardy area of Southeast Saskatchewan. The 32 Degrees Subscriptions are subject to a number of conditions, including, among other things, that the requisite shareholders approvals of both Passport and Amarok set out in the Amended Agreement be obtained.
Trading in the common shares of each of Passport and Amarok has been halted since January 8, 2014 and March 21, 2014 respectively. It is anticipated that the shares of Passport and Amarok will recommence trading on or about May 21, 2014.
The TSX Venture Exchange has in no way passed upon the merits of the Share Offering or Subscription Receipts Offering and has neither approved nor disapproved the contents of this press release.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.
Certain statements contained in this news release constitute forward-looking statements. These statements relate to future events. All statements other than statements of historical fact are forward-looking statements. The use of the words "may", "expected", "believes" and other words of a similar nature are intended to identify forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. Although Passport and Amarok believe these statements to be reasonable, no assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this news release should not be unduly relied upon. Such statements include statements with respect to the Share Offering, the Subscription Receipts Offering, the date of the Passport and Amarok shareholders meetings and the receipt of requisite shareholder approvals and the timing thereof. There is no assurance that the parties will carry out the terms of the Amended Agreement. Actual results could differ materially from those anticipated in these forward-looking statements as a result of prevailing economic conditions, receipt of requisite regulatory approvals and shareholder approvals, and other factors, many of which are beyond the control of Passport and Amarok. There is no assurance that all terms and conditions set forth in the Amended Agreement or any of the contemplated transactions set out therein will be undertaken or met in a timely manner. The forward-looking statements contained in this news release represent Passport's and Amarok's expectations as of the date hereof, and are subject to change after such date. Passport and Amarok each disclaim 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 may be required by applicable securities regulations.
Container technology is shaping the future of DevOps and it’s also changing the way organizations think about application development. With the rise of mobile applications in the enterprise, businesses are abandoning year-long development cycles and embracing technologies that enable rapid development and continuous deployment of apps. In his session at DevOps Summit, Kurt Collins, Developer Evangelist at Built.io, examined how Docker has evolved into a highly effective tool for application del...
Nov. 26, 2015 07:00 PM EST Reads: 324
Cloud computing delivers on-demand resources that provide businesses with flexibility and cost-savings. The challenge in moving workloads to the cloud has been the cost and complexity of ensuring the initial and ongoing security and regulatory (PCI, HIPAA, FFIEC) compliance across private and public clouds. Manual security compliance is slow, prone to human error, and represents over 50% of the cost of managing cloud applications. Determining how to automate cloud security compliance is critical...
Nov. 26, 2015 04:00 PM EST Reads: 377
Internet of @ThingsExpo, taking place June 7-9, 2016 at Javits Center, New York City and Nov 1-3, 2016, at the Santa Clara Convention Center in Santa Clara, CA, is co-located with the 18th International @CloudExpo and will feature technical sessions from a rock star conference faculty and the leading industry players in the world and ThingsExpo New York Call for Papers is now open.
Nov. 26, 2015 03:30 PM EST Reads: 523
The cloud. Like a comic book superhero, there seems to be no problem it can’t fix or cost it can’t slash. Yet making the transition is not always easy and production environments are still largely on premise. Taking some practical and sensible steps to reduce risk can also help provide a basis for a successful cloud transition. A plethora of surveys from the likes of IDG and Gartner show that more than 70 percent of enterprises have deployed at least one or more cloud application or workload. Y...
Nov. 26, 2015 03:30 PM EST Reads: 441
With major technology companies and startups seriously embracing IoT strategies, now is the perfect time to attend @ThingsExpo 2016 in New York and Silicon Valley. Learn what is going on, contribute to the discussions, and ensure that your enterprise is as "IoT-Ready" as it can be! Internet of @ThingsExpo, taking place Nov 3-5, 2015, at the Santa Clara Convention Center in Santa Clara, CA, is co-located with 17th Cloud Expo and will feature technical sessions from a rock star conference faculty ...
Nov. 26, 2015 03:15 PM EST Reads: 518
We are rapidly moving to a brave new world of interconnected smart homes, cars, offices and factories known as the Internet of Things (IoT). Sensors and monitoring devices will touch every part of our lives. Let's take a closer look at the Internet of Things. The Internet of Things is a worldwide network of objects and devices connected to the Internet. They are electronics, sensors, software and more. These objects connect to the Internet and can be controlled remotely via apps and programs. ...
Nov. 26, 2015 02:15 PM EST Reads: 497
Today air travel is a minefield of delays, hassles and customer disappointment. Airlines struggle to revitalize the experience. GE and M2Mi will demonstrate practical examples of how IoT solutions are helping airlines bring back personalization, reduce trip time and improve reliability. In their session at @ThingsExpo, Shyam Varan Nath, Principal Architect with GE, and Dr. Sarah Cooper, M2Mi’s VP Business Development and Engineering, explored the IoT cloud-based platform technologies driving t...
Nov. 26, 2015 01:00 PM EST Reads: 391
SYS-CON Events announced today that Alert Logic, Inc., the leading provider of Security-as-a-Service solutions for the cloud, will exhibit at SYS-CON's 18th International Cloud Expo®, which will take place on June 7-9, 2016, at the Javits Center in New York City, NY. Alert Logic, Inc., provides Security-as-a-Service for on-premises, cloud, and hybrid infrastructures, delivering deep security insight and continuous protection for customers at a lower cost than traditional security solutions. Ful...
Nov. 26, 2015 01:00 PM EST Reads: 290
We all know that data growth is exploding and storage budgets are shrinking. Instead of showing you charts on about how much data there is, in his General Session at 17th Cloud Expo, Scott Cleland, Senior Director of Product Marketing at HGST, showed how to capture all of your data in one place. After you have your data under control, you can then analyze it in one place, saving time and resources.
Nov. 26, 2015 12:00 PM EST Reads: 148
As organizations shift towards IT-as-a-service models, the need for managing & protecting data residing across physical, virtual, and now cloud environments grows with it. CommVault can ensure protection & E-Discovery of your data - whether in a private cloud, a Service Provider delivered public cloud, or a hybrid cloud environment – across the heterogeneous enterprise.
Nov. 26, 2015 11:30 AM EST Reads: 121
The Internet of Things (IoT) is growing rapidly by extending current technologies, products and networks. By 2020, Cisco estimates there will be 50 billion connected devices. Gartner has forecast revenues of over $300 billion, just to IoT suppliers. Now is the time to figure out how you’ll make money – not just create innovative products. With hundreds of new products and companies jumping into the IoT fray every month, there’s no shortage of innovation. Despite this, McKinsey/VisionMobile data...
Nov. 26, 2015 11:00 AM EST Reads: 445
In recent years, at least 40% of companies using cloud applications have experienced data loss. One of the best prevention against cloud data loss is backing up your cloud data. In his General Session at 17th Cloud Expo, Sam McIntyre, Partner Enablement Specialist at eFolder, presented how organizations can use eFolder Cloudfinder to automate backups of cloud application data. He also demonstrated how easy it is to search and restore cloud application data using Cloudfinder.
Nov. 26, 2015 11:00 AM EST Reads: 124
Just over a week ago I received a long and loud sustained applause for a presentation I delivered at this year’s Cloud Expo in Santa Clara. I was extremely pleased with the turnout and had some very good conversations with many of the attendees. Over the next few days I had many more meaningful conversations and was not only happy with the results but also learned a few new things. Here is everything I learned in those three days distilled into three short points.
Nov. 26, 2015 10:00 AM EST Reads: 287
DevOps is about increasing efficiency, but nothing is more inefficient than building the same application twice. However, this is a routine occurrence with enterprise applications that need both a rich desktop web interface and strong mobile support. With recent technological advances from Isomorphic Software and others, rich desktop and tuned mobile experiences can now be created with a single codebase – without compromising functionality, performance or usability. In his session at DevOps Su...
Nov. 26, 2015 09:45 AM EST Reads: 370
As organizations realize the scope of the Internet of Things, gaining key insights from Big Data, through the use of advanced analytics, becomes crucial. However, IoT also creates the need for petabyte scale storage of data from millions of devices. A new type of Storage is required which seamlessly integrates robust data analytics with massive scale. These storage systems will act as “smart systems” provide in-place analytics that speed discovery and enable businesses to quickly derive meaningf...
Nov. 26, 2015 09:30 AM EST Reads: 376