To: Kerm Yerman who wrote (8267 ) 1/5/1998 6:47:00 PM From: Arnie Respond to of 15196
FIELD ACTIVITIES / Orbit Oil & Gas updates Exploration Activity CALGARY, Jan. 5 /CNW/ - Orbit Oil & Gas Ltd. today announced that its exploration well at Cabeza Creek, Goliad County, Texas, penetrated approximately 50 feet of lower Wilcox sandstone at drill depths of 11,535 to 11,597 feet. Upon penetration of the sand, the well commenced flowing and was brought under control by venting gas at the surface and by increasing the drilling fluid weight. Samples from the Wilcox interval indicate a porous sand with hydrocarbon shows. The Company stated that it is encouraged by these preliminary drilling results, which indicate a new, potentially productive Wilcox horizon. The well, in which Orbit holds a 33.3% working interest, is currently drilling at 12,300 feet and should reach the main Wilcox objective prior to the 13,000 foot total depth. Orbit also reported that on December 29, 1997, it had authorized the execution of the Association Contract with Ecopetrol in Bogota, Colombia. The contract covers the Payara concession, in the Llanos Basin in eastern Colombia, comprising approximately 125,000 gross acres. The permit covers two structures partly delineated by pre-existing seismic and is situated approximately 15 miles north of a recent discovery announced by Harken Energy Corp. Orbit has the right to earn 25% of the Payara concession. The Board of Directors of Orbit has unanimously recommended and continues to recommend rejection of the Offer by Sunoma Energy Corp. Orbit's Directors recommend shareholders not tender to the Offer for reasons outlined in the Directors' Circular, including: 1. Orbit and its financial advisors, Griffiths McBurney & Partners, have initiated the process to seek a higher bid. This process has been disrupted by the Christmas holiday season, however, has now been actively resumed. A number of qualified parties have been provided with access to confidential information in a data room and Orbit continues to solicit interest and respond to requests for information from interested parties. 2. Orbit's shareholders are currently protected by the Shareholder Protection Rights Plan, approved by the shareholders in 1994, to counteract coercive takeover bid tactics which could result in the shareholders receiving less than fair value for their shares in a takeover bid. The Board of Directors of Orbit currently has no intention of waiving the Shareholder Protection Rights Plan. Sunoma cannot take up and pay for any shares on January 7, 1998, without triggering the provisions of the plan. 3. Orbit shareholders tendering their shares between now and the scheduled expiry time, may be unable to withdraw their shares to tender to a superior competing bid. Sunoma has published advertisements in the financial press this past weekend which, not surprisingly, encouraged shareholders to accept their offer based on Sunoma's opinion that it represents full and fair value. Orbit's financial advisor, Griffiths McBurney, has given the Board of Directors of Orbit the opinion that the offer is inadequate and unfair, from a financial point of view, to Orbit shareholders. Sunoma claims it has conducted a detailed review of Orbit's assets and has questioned the reserve dollar values attributed to Orbit as contained in an independent engineering evaluation. Sunoma has not reviewed, nor has it requested, the independent engineering report or any of the other confidential information contained in the data room, all of which Griffiths McBurney has had access to in rendering its opinion. The observation that reserve values increased by a greater percentage than the reserve volumes is accurate and results from a combination of the increase in Orbit's proved producing reserves, an increase in the proportion of the Company's reserves in Alberta, an increase in gas prices resulting from the Company's increased access to transportation to U.S. markets, and lower operating costs resulting from ownership of facilities acquired during 1997. With respect to other points in the Sunoma advertisement, Orbit would point out that it's strong improvement in operations and financial position in 1997 has led Sunoma to attempt to acquire the Company and confirmed the advisability of having rejected Gulf's $1.10 offer in 1995. References to the performance of Orbit's shares relative to the Oil and Gas Producers Index over an arbitrary three year period are irrelevant to Orbit's ability to attract a superior bid. Griffiths McBurney was retained early in 1997 to look for expansion opportunities for Orbit and has now turned its attention to optimizing shareholder value in response to the opportunistic bid by Sunoma. Orbit will keep shareholders apprised of further developments in this process through public announcements.