Villanova Resources Inc.

 

PRESS RELEASE

Legacy Oil + Gas Inc. Acquires Villanova Resources Inc.

May 26, 2010 – Villanova Resources Inc. (“Villanova” or the “Company”) is pleased to announce that the corporate acquisition previously announced by Legacy Oil + Gas Inc. (“Legacy”; TSX: “LEG”), closed today by way a Plan of Arrangement. The aggregate purchase price of Villanova is approximately $121.5 Million, consisting of $18.0 Million in cash, approximately 8.1 Million shares of Legacy, and the assumption of approximately $7.2 Million in net debt.

Villanova is a successful private exploration and development company, having its headquarters in Regina, Saskatchewan. The Company has grown significantly since being “spun-out” of Villanova Energy Corp., immediately prior to the sale of that entity in January 2009. Villanova is the fourth successful high-growth exploration company “ExploreCo”, created by the management team of the Keystone Group of Companies.


Summary Highlights:

The Villanova sale has the following key parameters:

• Current daily production of approximately 1,000 Barrels of Oil Equivalent (BOE), ($109,500 per producing BOE/day net of undeveloped land and seismic valued at $12.0 Million);
• 4.5 Million BOE total Proved plus Probable Reserves;
• Approximately 60,000 net acres of undeveloped land; and
• Approximately 136 net development drilling locations.


Overview of the Transaction:

Legacy will acquire all of the shares of Villanova for consideration of approximately $114.3 Million, based on the Legacy’s 5 day volume weighted average trading price of Legacy of $11.89 per share. This equates to a value of approximately $3.55 per Villanova share.

Cam Taylor, Pres. & CEO of Villanova stated “Despite the current volatility of oil prices and equity markets, we believe this is an exceptional liquidity opportunity for our shareholders, and for Legacy and its shareholders.”

E. Craig Lothian, Executive Chairman further advised, “In addition to the cash component of the sale, our shareholders are receiving a substantial share position in Legacy. We view Legacy as an exceptional company, with solid management and significant opportunity for further share growth.”

Forward Looking Statements

Information provided herein contains forward-looking statements. The reader is cautioned that assumptions used in the preparation of such information, which are considered reasonable by Villanova at the time of preparation, may prove to be incorrect. Actual results achieved will vary from the information provided and the variations may be material. There is no representation by Villanova that actual results achieved will be the same in whole or in part as those indicated in the forward-looking statements.

This news release is not for dissemination in the United States or to any United States news services. The shares of Legacy have not and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold in the United States or to any U.S. person except in certain transactions exempt from the registration requirements of the U.S. Securities Act and applicable state securities laws.

The Toronto Stock Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.


For further information please contact:

Cam Taylor, Pres. & CEO
Villanova Resources Inc.
Telephone (306) 790-4151
Fax: (306) 789-5656
Email: c.taylor@keystone-group.ca

E. Craig Lothian, Executive Chairman
Villanova Resources Inc.
Telephone (306) 790-4151
Fax: (306) 789-5656
Email: c.lothian@keystone-group.ca


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