UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 10, 2014
EQUAL ENERGY LTD.
(Exact name of registrant as specified in its charter)
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Alberta, Canada |
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001-34759 |
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98-0533758 |
(State or other jurisdiction
of incorporation) |
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(Commission
File Number) |
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(I.R.S. Employer
Identification Number) |
4801 Gaillardia Parkway, Suite 325
Oklahoma City, OK 73142
(Address of principal executive offices, including zip code)
(405) 242-6000
(Registrants telephone number, including area code)
N/A
(Former name or
former address, if changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.24d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.23e-4(c)) |
On July 10, 2014, Equal Energy Ltd. (the Corporation)
issued a press release announcing that court approval has been obtained for the statutory plan of arrangement under the Business Corporations Act (Alberta) pursuant to which all of the issued and outstanding common shares of the Corporation
will be acquired by a wholly-owned subsidiary of Petroflow Energy Corporation for US$5.43 in cash per common share of the Corporation. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by
reference into this Current Report on Form 8-K.
Item 9.01. |
Financial Statements and Exhibits. |
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Exhibit No. |
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Description of Exhibit |
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99.1 |
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Press Release of Equal Energy Ltd., dated July 10, 2014. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
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EQUAL ENERGY LTD. |
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Dated: July 10, 2014 |
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By: |
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/s/ SCOTT SMALLING |
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Name: |
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Scott Smalling |
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Title: |
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Senior Vice President and CFO |
Exhibit 99.1
EQUAL ENERGY ANNOUNCES RECEIPT OF FINAL ORDER
OKLAHOMA CITY, July 10, 2014 - Equal Energy Ltd. (Equal) (NYSE: EQU) (TSX: EQU) is pleased to announce that the Court of Queens
Bench of Alberta has granted its Final Order approving the previously announced plan of Arrangement (the Arrangement) under the Business Corporations Act (Alberta), involving Equal, the holders (the Equal
Shareholders) of common shares (the Common Shares), Petroflow Energy Corporation (Petroflow) and Petroflow Canada Acquisition Corp, a wholly-owned subsidiary of Petroflow (Petroflow
Sub), pursuant to which Petroflow Sub will acquire all of the issued and outstanding Common Shares of Equal.
Equal anticipates that the
Arrangement will be completed on or before July 31, 2014. Following the completion of the Arrangement, it is expected that the Common Shares will be delisted from the Toronto Stock Exchange and the New York Stock Exchange. Equals
convertible debentures are expected to remain listed on the Toronto Stock Exchange following the completion of the Arrangement.
As previously disclosed,
under the Arrangement Petroflow Sub will acquire all of the outstanding Common Shares for US$5.43 in cash per share. Upon completion of the Arrangement, Equal Shareholders will also receive a cash dividend of US$0.05 per share.
About Equal Energy
Equal Energy is an oil and gas
exploration and production company based in Oklahoma City, Oklahoma. Equals oil and gas assets are centered on the Hunton liquids-rich natural gas property in Oklahoma. The Common Shares are listed on the New York Stock Exchange and the
Toronto Stock Exchange under the symbol (EQU) and are expected to be delisted from both exchanges following the completion of the Arrangement. Equals convertible debentures are listed on the Toronto Stock Exchange under the symbol EQU.DB.B and
are expected to remain listed following the completion of the Arrangement.
For more information contact:
Don Klapko
President and CEO
(403) 536-8373
OR
Scott Smalling
Senior Vice President Finance and CFO
(405) 242-6020
Equal shareholders:
Kingsdale Shareholder Services
Toll-free telephone in North
America 1-866-581-1479
contactus@kingsdaleshareholder.com
Media contact:
Alan Bayless or Trevor Zeck
Longview Communications Inc.
(604) 688-4874
Forward-looking Statements
Certain information in this press release constitutes forward-looking statements under applicable securities laws including statements relating to the
completion of the Arrangement and payment of consideration and the dividend pursuant to the Arrangement. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking
statements. Forward-looking statements are often identified by terms such as may, should, anticipate, expects, seeks and similar expressions.
Forward-looking statements necessarily involve known and unknown risks, such as risks associated with oil and gas production; marketing and transportation;
loss of markets; volatility of commodity prices; currency and interest rate fluctuations; imprecision of reserve and future production estimates; environmental risks; competition; incorrect assessment of the value of acquisitions; failure to realize
the anticipated benefits of dispositions; inability to access sufficient capital from internal and external sources; changes in legislation, including but not limited to income tax, environmental laws and regulatory matters; and failure to satisfy
all conditions to, and to complete, the Arrangement, including the failure of Petroflow to obtain financing for the completion of the Arrangement. Readers are cautioned that the foregoing list of factors is not exhaustive.
Readers are cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon
which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward looking statements
contained in this press release are expressly qualified by this cautionary statement.
Additional information on these and other factors that could affect
Equals operations or financial results are included in Equals reports on file with Canadian and U.S. securities regulatory authorities and may be accessed through the SEDAR website (www.sedar.com), the SECs website (www.sec.gov),
Equals website (www.equalenergy.ca) or by contacting Equal. Furthermore, the forward looking statements contained in this press release are made as of the date of this press release, and Equal does not undertake any obligation to update
publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by securities law.
All dollar values are in US dollars unless otherwise stated.
SOURCE: Equal Energy Ltd.
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