Western Atlas Resources Inc. announces termination of amalgamation agreement with Petrodorado Energy Ltd.
VANCOUVER, British Columbia , March 02, 2018 (GLOBE NEWSWIRE) -- Western Atlas Resources Inc. (“WA” or the “Company”) announces that it has terminated the amalgamation agreement between WA, Petrodorado Energy Ltd. ("PDQ" or “Petrodorado”) and 1128014 BC Ltd. dated August 7, 2017 (as amended) (the "Amalgamation Agreement").
The termination of the Amalgamation Agreement was communicated to Petrodorado in a letter delivered by WA to Petrodorado on February 26, 2018.
The Amalgamation Agreement was terminated due to breaches by PDQ of certain representations and warranties in the Agreement, including those arising from an investigation by a tax avoidance auditor at the Canada Revenue Agency (“CRA“) which related to various historical transactions undertaken by the PDQ. Such historical transactions include a special distribution to shareholders of US$16 million of which US$1.2 million was paid to directors and officers of PDQ. WA learned of the CRA investigation on February 23, 2018.
The CRA's investigation and the matters to which it relates also constitute a Material Adverse Change, as defined in the Amalgamation Agreement.
In addition to terminating the Amalgamation Agreement, WA has demanded that PDQ make an immediate payment of $250,000 to which WA is entitled pursuant to Section 14.2 of the Amalgamation Agreement.
WA will not proceed with any transaction with PDQ, regardless of the outcome of the March 7, 2018 meeting of PDQ's shareholders that might be being held to approve the transaction contemplated by the Amalgamation Agreement.
About Western Atlas Resources
Western Atlas Resources Inc. is a privately held junior exploration company focused on the acquisition and development of scalable precious metals projects in premier mining jurisdictions. Western Atlas Resources through its wholly owned subsidiary 5530 Nunavut Inc. holds the Meadowbank and the Committee Bay mineral properties in Nunavut, Canada.
For further information about Western Atlas Resources:
Email: info@westernar.com
Website: www.westernar.com
