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
