To: Kerm Yerman who wrote (13972 ) 12/2/1998 1:00:00 AM From: Kerm Yerman Respond to of 15196
MERGERS - ACQUISITIONS / Brigdon Resources Announces Intention to Merge with Tikal Resources Ltd. CALGARY, Dec. 1 /CNW/ - Brigdon Resources Inc. (''Brigdon'') and Tikal Resources Ltd. (''Tikal'') today announced their intention to merge the two companies through an amalgamation subject to regulatory and shareholder approvals. Closing of this amalgamation is anticipated by late January 1999 and will result in each Tikal shareholder receiving 1.54545 Brigdon common shares for each Tikal common share tendered. A total of 8,254,661 Brigdon common shares will be issued. The share exchange ratio was developed based upon valuation of $0.55 per common share for Brigdon and $0.85 per common share for Tikal. Tikal is a private Alberta company founded by Mr. Daryl H. Connolly in November 1997. Mr. Connolly has held senior executive positions in various oil and gas companies headquartered in Calgary and Houston. Most recently he was the founder and Chief Executive Officer of HCO Energy Ltd (''HCO'') which was started as a Junior Capital Pool company in 1987 on the Alberta Stock Exchange and sold for over $255 million in September 1997. Once the transaction is completed, Mr. Connolly will assume the role of President and Chief Executive Officer at Brigdon and will join the Board of Brigdon. Also joining the Brigdon Board will be the other current Tikal directors Wayne Minion, Chairman of Northridge Canada Inc., Bill Bonner, a Partner at Network Capital Inc. and Jim Rawls, President of Hughes-Rawls Corporation. Mr. Connolly was quoted as saying, ''with current gas production of 4.0 mmcfpd combined with both excess field processing and facility capacity and over 50 sections of land in the Buffalo Lake area of Alberta, Brigdon will provide an excellent base from which to aggressively grow a significant new junior exploration company. Tikal has internally developed high potential gas and oil re-entry prospects in northern Alberta and British Columbia, horizontal re-entry projects in mature Texas oil fields, and has a strong cash position of approximately $2.8 million. Brigdon provides a natural gas based cash flow stream, with lower risk developmental upside, through a significant prospect inventory based on 3D seismic. We are very excited about our combined growth potential in 1999.'' Mr Bob Phillips, Chairman of Brigdon and President of PTI Group Inc., was also quoted as saying: ''with the Tikal acquisition, Brigdon gains both a significant cash injection with which to finance growth prospects and a proven management team. In addition, the prospect inventory in Tikal offers the potential for substantial asset value gains. We believe that this amalgamation will make for an exciting new company and look forward to working with Mr. Connolly and his management team to realize this potential for the Brigdon shareholders.'' Jennings Capital Inc. advised Brigdon in this transaction while Traction Capital acted on behalf of Tikal. Brigdon Resources Inc. is a Calgary based exploration, development, and production company listed on the Toronto Stock Exchange (symbol: BRG.A). Neither The Toronto Stock Exchange nor any other regulatory body has reviewed this news release and neither approves nor disapproves of the contents of this news release.