Glamis Resources Ltd.
TSX VENTURE : GLM.A

Glamis Resources Ltd.

November 06, 2009 18:32 ET

Glamis Resources Ltd. Closes Previously Announced Private Company Acquisition

CALGARY, ALBERTA--(Marketwire - Nov. 6, 2009) - Glamis Resources Ltd. ("Glamis") (TSX VENTURE:GLM.A) is pleased to announce that it has completed the acquisition of Connaught Energy Ltd. ("Connaught"), as detailed in its press release of October 20, 2009. Glamis acquired Connaught for consideration consisting of $60 million in cash and 83,333,333 million class A shares of Glamis ("Glamis Shares"). The cash portion of the acquisition was funded through a combination of proceeds from the recent equity issue and bank debt. Certain non-core assets of Connaught were distributed to the current shareholders of Connaught as part of the transaction. Macquarie Capital Markets Canada Ltd. and GMP Securities L.P. acted as financial advisors to Glamis and National Bank Financial Inc. acted as strategic advisor to Glamis, with respect to the Connaught acquisition. FirstEnergy Capital Corp. acted as financial advisor to Connaught.

With the completion of the Connaught acquisition, each of the outstanding Subscription Receipts of Glamis issued in connection with the unit financing completed on November 2, 2009 was automatically converted, for no additional consideration, into one Special Warrant of Glamis. Each Special Warrant entitles the holder thereof to receive one Glamis Share on the exercise or deemed exercise of the Special Warrant. The Special Warrants will be exercisable for no additional consideration and all unexercised Special Warrants will be deemed to be exercised on the earlier of (a) March 3, 2010, and (b) that day on which a receipt is issued by the securities regulatory authorities in all the applicable provinces for a final prospectus qualifying the Glamis Shares to be issued upon the exercise of the Special Warrants. Glamis shall use its best commercial efforts to obtain such a receipt for a final prospectus on or before November 30, 2009. Until the receipt is issued for such prospectus, the Special Warrants, as well as the Glamis Shares issuable upon exercise thereof, will be subject to a hold period under applicable Canadian securities laws until March 3, 2010.

Glamis also announces that its banking syndicate has increased Glamis' banking facility to $90 million post closing the acquisition of partnership interests by Glamis announced November 4, 2009. The syndicate is continuing to review the borrowing base for a further increase post closing of the acquisition of Connaught.

Glamis is a uniquely positioned, well-capitalized junior oil and gas company with a proven management team committed to aggressive, cost-effective growth of light oil reserves and production in Saskatchewan and Manitoba. Glamis' Class A Shares trade on the TSX Venture Exchange under the symbol GLM.A.

This press release shall not constitute an offer to sell, nor the solicitation of an offer to buy, any securities in the United States, nor shall there be any sale of securities mentioned in this press release in any state in the United States in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

Contact Information

  • Glamis Resources Ltd.
    Trent J. Yanko, P.Eng.
    President & CEO
    (403) 441-2300
    (403) 441-2017 (FAX)
    or
    Glamis Resources Ltd.
    Matt Janisch, P.Eng.
    Vice-President, Finance & CFO
    (403) 441-2300
    (403) 441-2017 (FAX)
    or
    Glamis Resources Ltd.
    3900, Bow Valley Square II
    205 - 5th Avenue S.W.
    Calgary, AB T2P 2V7