To pay the purchase price for the securities
Pursuant to the Amalgamation Agreement, Petrox will amalgamate with Shanghai Energy Corporation, the wholly-owned Alberta subsidiary of Shanghai Energy, to form a new Alberta corporation ("Amalco") and all holders of common shares of Petrox ("Petrox Shares") will receive $0.30 for each Petrox Share held by them.
The respective obligations of Petrox and Shanghai Energy to complete the Amalgamation contemplated by the Amalgamation Agreement are subject to a number of conditions which must be satisfied or waived in order for the Amalgamation to become effective, including the receipt by Shanghai Energy of financing required to pay the purchase price for the securities, the receipt of all required shareholder, regulatory and third party consents, including the approval from the TSX Venture Exchange to delist the shares of Petrox, that not more than 10% of the issued and outstanding Petrox Shares shall have exercised rights of dissent in relation to the Amalgamation and satisfaction of other customary closing conditions. The Amalgamation cannot close until the required conditions are either satisfied or waived. There can be no assurance that the Amalgamation will be completed as proposed or at all, or that the implementation of the Amalgamation will not be delayed.
Closing of the Amalgamation had been scheduled to occur on or about December 17, 2014; however, a number of conditions, including delivery by Shanghai Energy of funds to pay for the securities, have yet to be met. Closing will therefore be delayed.
After completion of the Amalgamation, Petrox will apply to delist the Petrox Shares from the TSX Venture Exchange and to have Petrox removed as a reporting issuer in each jurisdiction of Canada where it currently has reporting issuer status.
About Petrox
Petrox is a public Canadian junior oil and gas company engaged in the exploration and development of oil and natural gas resources in the Western Canadian Basin. Petrox has assembled approximately 32 sections of 100% working interest lands in the emerging Viking light oil play in the Halkirk and Battle areas of central Alberta. Petrox also has a production property in Fletwode, Saskatchewan that produces approximately 40 boe/d.