Xtreme Coil Drilling Corp. announced that through a private placement Shell Technology Ventures Fund 1 B.V. ("STVF1") has agreed to subscribe for 4,780,000 common shares of Xtreme Coil at a price of $7.32 per share for aggregate gross proceeds of $34,989,600.
In addition, Xtreme Coil has entered into an agreement with STVF1, its current joint venture partner in Coil-X Drilling Systems Corporation ("Coil-X"), to acquire STVF1's 49 percent interest in Coil-X, including the outstanding STVF1 loan to Coil-X, which will be paid by the issuance of 1,092,896 common shares of Xtreme Coil, 1,000,000 purchase warrants and 700,000 performance warrants. Each whole warrant will entitle STVF1 (once vested in the case of the performance warrants) to purchase one common share of Xtreme Coil for $9.87 for a period of 24 months following the date of closing of the transaction.
The transactions are expected to accelerate the build-out of Xtreme Coil's fleet of rigs and international operations. Xtreme Coil anticipates using proceeds of the private placement to partially fund an increase in the company's 2008 capital expenditure program and for general working capital purposes. Xtreme Coil and STVF1 believe completion of these transactions will also serve to align their interests.
In connection with the acquisition of STVF1's interest in Coil-X, Xtreme Coil and STVF1 have agreed to form a new joint venture entity, to be owned 51 percent by Xtreme Coil and 49 percent by STVF1. This new joint venture entity will use Xtreme Coil's technology to pursue the design, manufacture, purchase and operation of Coil Over Top Drive ("COTDTM") drilling rigs for use in certain types of unconventional resource exploration.
As part of the transactions, the 2.1 million common share performance warrants of Xtreme Coil currently held by STVF1 will be cancelled and STVF1 will be given the right to nominate one member to the Xtreme Coil board of directors.
Completion of the transactions is subject to certain conditions, including the approval of the Toronto Stock Exchange and the completion of definitive documentation. Closing of the transactions is expected to occur in mid April, 2008.
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