Niko Enters into Acquisition of Voyager Energy

Niko Resources has entered into an Arrangement Agreement with Voyager Energy Ltd. whereby Niko will acquire all of the outstanding shares of Voyager. Pursuant to the Agreement, each Voyager shareholder will receive one common share of Niko for each 53 shares of Voyager held. Voyager has approximately 19.5 million shares outstanding (approximately 21 million fully diluted).

Voyager is a partner in Niko's 2AB Block in Trinidad. Voyager also holds interests in the Shallow and Deep Horizon Central Range blocks and the Shallow and Deep Horizon Guayaguayare blocks in Trinidad. Voyager has been successful in obtaining exploration opportunities in Trinidad, where Voyager management has active contacts and experience. Niko will benefit from the addition of Mr. Gerold Fong, President and CEO of Voyager, a key player in Voyager's success in the region, to Niko's team. Through this acquisition, Niko will have additional resources to devote to opportunities in the Caribbean region.

Trinidad has a proven onshore hydrocarbon producing basin with 2 billion barrels of oil produced to date, offshore 3P gas reserves estimated to be 30 Tcf and is the largest exporter of LNG to the United States. The onshore and near shore portions of the basin are underexplored with the potential for significant oil and gas discoveries. Trinidad provides a climate of political and fiscal stability supported by a government that promotes and encourages the development of the country's oil and gas industry.

The Board of Directors of Voyager has unanimously approved the Arrangement. The Board has concluded that the Arrangement is in the best interests of Voyager's shareholders and has resolved to recommend that holders of Voyager Shares vote their securities in favour of the Arrangement. The Board of Directors, management and certain shareholders of Voyager, representing approximately 62% of the fully diluted shares outstanding have entered into support agreements to vote their securities in favour of the Arrangement. It is anticipated that a meeting of Voyager shareholders will be held in March to approve the Arrangement and closing is expected to occur within a few days following the meeting, subject to all necessary approvals.

FirstEnergy Capital Corp. is acting as financial advisor to Voyager and has provided Voyager's Board of Directors with its verbal opinion that, subject to its review of the final form of the documents effecting the transaction, the consideration payable to Voyager shareholders under the Arrangement is fair, from a financial point of view, to Voyager shareholders.

 

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