Sunday, July 29, 2012

Evergreen Resources receives $22M offer for Kansas assets - Kansas City Business Journal:

grachevakautawil.blogspot.com
Closing is subject to, amonvg other things, the execution of a definitive agreement and Heartlansd obtainingnecessary financing. Heartland has entered into an agreemenyt withand Sterne, Agee & Leach to arrange the necessar y financing and provide for Heartland's ongoing working The Kansas assets comprise all of Evergreen'ss interests in the Forest City Basin, including approximately 766,000 acres of leases, well surface equipment, gathering and surface facilities, vehicles, pipelines, as well as engineering, land and accounting data and records.
As a conditiojn to closing, Heartland has required that Evergreen's executive officersz agree to serve asan "advisoryh board" for two years. In addition, Heartland intendzs to retain allfield personnel. Subject to a definitiver purchase and sale agreement and Heartlandr obtainingnecessary financing, closing of the acquisitionn is expected to occur on Sept. 24. The boardes of Evergreen Resourcesand (NYSE: PXD) approvesd a strategic merger valued at approximatelu $2.1 billion. Pioneer will continue to be based in and willretain Evergreen's Denver offices as its base of operations in the The merger is expected to be completed on Sept. 28.
In the merger agreement provides for an additional cash payment to Evergreen shareholders equal to the sum of 35 centas per share of Evergreen common stocok as consideration from Pioneerfor Evergreen's propertieds located in Kansas, plus (2) an amounft per share of Evergreen common stockl equal to a pro rata shar e of the net proceeds in excess of $15 million from Evergreen'sx sale, if any, of its Kansas properties to a thired party if a sale occurxs prior to the closing date of the Based on the offer price of $22 million and after deducting estimated transaction costs, net proceeds in excesz of $15 million from the possible sale of the Kansas properties would provide Evergreen shareholders with estimate d additional cash of 12 cents to 14 centw per share, resulting in a total cash payment of 47 cents to 49 centas per share for the Kansas If the merger were completedx on Sept.
28, Evergreen shareholders would be entitlee to receive the estimated additional cash payment of 12 cents to 14 centsz per share only if the sale of the Kansas properties occurs prior to the close of businesson Sept. 27.

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