To: Scott Mc who wrote (5276 ) 7/29/1998 1:09:00 AM From: Kerm Yerman Read Replies (3) | Respond to of 24905
Scott / SGY Outstanding Shares This is how I came up with the numbers I used. 31,259,206 Shares were issued and outstanding as of May 26, 1998 following private placement with Nova Bancorp Oil which consisted of 3,155,340 units. A unit comprised of 1 flow thru share and 3/4 of a purchase warrant. Conversion of warrants would amount to 2,366,505 shares. Exercise price is $1.16 per whole warrant. Both the flow-thru shares and the shares purchased through the exercise of warrants are restricted from trading until May 18, 2000. Giving effect for exercise of warrants, 33,625,711 shares would be issued and outstanding. The Unit Subscription Agreement provides for a second financing to the same purchaser, also for $3.25 million ($3.0875 million net) that will close on November 30, 1998. The unit price for the second tranche will be established based on 1.33 times the twenty day weighted average of the trading price of Search shares on the TSE prior to the November 30, 1998 closing with the warrant priced at 1.5 times the same weighted average price. The warrants issued at the second closing will also have a term of 18 months. Both the flow-thru shares and the shares purchased through the exercise of warrants pursuant to the second tranche will be restricted from trading for two years after the second tranche closing. 3,155,340 units X 1.75 = 5,521,845 shares resulting from this deal. In total, total shares controlled by Nova Bancorp Oil will be 11,043,690. Giving effect for exercise of warrants, total shares to be issued and outstanding is 39,147,356 as a result of the Nova Bancorp Oil deal. Moving on to the Petro-Canada deal, 16,600,000 shares are to be issued. This increases total shares to 55,747,356. From this point, you have to review SGY's annual report to summarize total options/other shares outstanding. Add that total to the above and you would then have a total diluted outstanding share total.