Sahara Energy Ltd. and Mirage Energy Ltd. Announce Completion of Arrangement
March 31 2008 - 5:15PM
Marketwired Canada
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Sahara Energy Ltd. (TSX VENTURE:SAH) (PINK SHEETS:SAHRF) ("Sahara") and Mirage
Energy Ltd. (TSX VENTURE:MGE) (PINK SHEETS:MRGYF) ("Mirage"), are pleased to
announce that they have completed a previously announced plan of arrangement
(the "Arrangement") pursuant to the provisions of the Business Corporations Act
(Alberta) to merge the two companies into a single larger entity. The
Arrangement is expected to result in Sahara having improved cash flow through
significant operating synergies and general and administrative savings. It is
also expected that as a result of the Arrangement Sahara will have improved
access to capital and a larger production and reserve base to enable future
growth.
Under the terms of the Arrangement, Sahara acquired all of the issued and
outstanding common shares of Mirage (the "Mirage Shares") in exchange for the
common shares of Sahara (the "Sahara Shares") such that each shareholder of
Mirage received 0.5 of a Sahara Share for each Mirage Share held as of the
effective date of the Arrangement. Upon completion of the Arrangement, Mirage
became a wholly-owned subsidiary of Sahara. In addition, Sahara assumed Mirage's
obligations pursuant to outstanding convertible debentures of Mirage such that
the debentures are now convertible into securities of Sahara.
A special meeting of shareholders of Mirage was held March 28, 2008 where such
shareholders approved the Arrangement. Following the meeting, the Arrangement
was also approved by the Alberta Court of Queen's Bench.
Certain information set forth in this press release, including managements'
assessment of the future plans and operations of Sahara and Mirage and the
benefits of the proposed transaction, contains forward looking statements. By
their nature, forward-looking statements are subject to numerous risks and
uncertainties, some of which are beyond the control of Sahara and Mirage,
including the impact of general economic conditions, industry conditions,
volatility of commodity prices, currency fluctuations, imprecision of reserve
estimates, environmental risks, competition from other industry participants,
the lack of availability of qualified personnel or management, stock market
volatility and ability to access sufficient capital from internal and external
sources. Readers are cautioned that the assumptions used in the preparation of
such information, although considered reasonable at the time of preparation, may
prove to be imprecise and, as such, undue reliance should not be placed on
forward looking statements. The actual results, performance or achievement of
Sahara, Mirage or the combined entity could differ materially from those
expressed in, or implied by, these forward-looking statements and, accordingly,
no assurance can be given that any of the events anticipated by the forward
looking statements will transpire or occur, or if any of them do so, what
benefits that Sahara and Mirage will derive therefrom. Sahara and Mirage
disclaim any intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise.
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