Forest Reports Election Results for Houston Exploration Merger
In the merger transaction, stockholders of Houston Exploration were offered a choice of receiving cash, or shares of Forest common stock, or a combination of cash and stock consideration. On June 6, 2007, Forest announced the preliminary election results and reported that the Forest stock component had been over subscribed. Because the stock consideration was over subscribed, the elections for all Forest stock consideration or a combination of stock and cash are subject to the proration procedures included in the agreement and plan of merger dated January 7, 2007 among Forest, MJCO Corporation, and Houston Exploration.
--At the close of business on June 5, 2007, the last day to submit merger consideration election forms or notices of guaranteed delivery, there were 28,559,499 shares of Houston Exploration common stock outstanding. --Houston Exploration stockholders who elected to receive cash consideration or did not make an election, representing approximately 10.85% of the total outstanding Houston Exploration shares, will receive $60.0239 per share of Houston Exploration common stock that they held at the effective time of the merger on June 6, 2007. --Houston Exploration stockholders who elected to receive their consideration in the form of Forest stock, representing approximately 89.15% of the total outstanding Houston Exploration shares, are subject to the proration procedures. Giving effect to the proration procedures, stockholders who elected to receive Forest common stock will receive for each share of Houston Exploration common stock that they held at the effective time of the merger approximately 0.9422 shares of Forest common stock (with cash in lieu of fractional shares) and approximately $22.1397 in cash. --In the aggregate, Forest will pay as merger consideration approximately $750 million in cash and issue approximately 24 million shares of Forest common stock. --The exchange agent expects to begin delivering the cash and stock consideration on June 14, 2007.