Name - Pantera Drilling
Website
http://www.panteradrilling.com
Symbol - RIG.RT
Cusip Number - 69866H 11 8
Expiry Date - Oct. 23, 2008
News Release
Pantera Drilling rights offering
2008-09-25 17:47 MT - Rights Offering
TSX bulletin 2008-1103
Rights symbol: RIG.RT
Cusip No. for rights: 69866H 11 8
Securityholder entitlement: One right for each trust unit held on the record
date.
Terms of the rights: Four rights plus $3.13 for one additional trust unit
Expiry time: 4 p.m. (Calgary time), Oct. 23, 2008.
Ex rights date: Sept. 29, 2008
Record date: Oct. 1, 2008
Designated market-maker: Byron Securities Ltd.
Holders of trust units of record as of the close on Wednesday, Oct. 1, 2008,
will be granted the right to subscribe for one unit for every four units
held on such record date at a subscription price of $3.13 per unit. The
rights are evidenced by transferable rights certificates registered in the
names of holders of units of record on the record date on the basis of one
right for each unit, four rights entitling the holder to subscribe for one
unit at $3.13 per unit. The rights will expire at 4 p.m. (Calgary time) on
Oct. 23, 2008.
The units will commence trading on an ex rights basis at the open on Monday,
Sept. 29, 2008, at which time the rights will be posted for trading on a
when-issued basis.
This offering of rights is being made in all provinces and territories of
Canada, except Quebec, and in any jurisdiction where the offering can be
lawfully made. Rights certificates will not be issued to unitholders
resident in the United States, the province of Quebec or in any other
jurisdiction outside of the qualified jurisdictions. Instead, Valiant Trust
Co. will notify such unitholders that the rights certificates to which they
are entitled will be issued to and held by the subscription agent, which
will hold the same and the rights evidenced thereby as agent for the benefit
of such unitholders. The subscription agent will hold the rights until Oct.
13, 2008, following which time it will attempt to sell, on a best-efforts
basis, such rights through the facilities of the Toronto Stock Exchange. Any
proceeds received by the subscription agent from such sales will be divided
on a pro rata basis among such unitholders, based on the number of rights
that would have been issued to such unitholders, and delivered by mailing
cheques, in Canadian funds, to those unitholders' registered addresses, as
soon as possible after the rights expiry time.
Holders of a rights certificate may subscribe for units by completing Form 1
on the face of the rights certificate and forwarding the rights certificate
so completed together with payment of $3.13 per unit subscribed for to the
subscription agent in Calgary or Toronto so as to be received there prior to
the rights expiry time.
No fractional units will be issued. Each unitholder holding a number of
rights not evenly divisible by four will be entitled to round down its
subscription to the next whole number of units.
A holder of a rights certificate who has fully exercised all of the rights
evidenced by such certificate will be entitled to subscribe for additional
units, if available, at a price of $3.13 per unit, by completing Form 2 as
well as Form 1 attached to the rights certificate, and delivering such
certificate and payment of the subscription price for each additional unit
subscribed for to the subscription agent as indicated above so as to be
received there prior to the rights expiry time. If the total number of units
subscribed for under the additional subscription privilege exceeds the
number of units available, the available units will be allotted on a pro
rata basis. If a participant in the additional subscription privilege is
allotted a number of units less than the number specified in Form 2 by such
subscriber, the subscription agent will refund the excess of the total
subscription price paid by such participant.
A holder of rights, in lieu of exercising rights to subscribe for units, may
sell or transfer their rights evidenced by a rights certificate by
completing Form 3 as attached to the rights certificate and delivering the
rights certificate to the purchaser (transferee).
It is anticipated that the rights offering circular and rights certificates
will be mailed to holders of units on or about Oct. 2, 2008. The company has
not retained the services of any securities dealer or broker to solicit
subscriptions for the rights and will not pay any fee or commission for
soliciting such subscriptions.
Pursuant to a standby purchase agreement dated Sept. 17, 2008, certain
members of the board of trustees of the trust have agreed, subject to
certain conditions, to purchase any units issuable pursuant to the exercise
of rights not acquired by other rights holders under the basic subscription
privilege or the additional subscription privilege.
Trading and settlement rules
Trade dates Settlement dates
Oct. 20, 2008 Oct. 22, 2008
Oct. 21, 2008, and Oct. 22, 2008 Cash next day
Oct. 23, 2008 Cash same day
All trades on Oct. 20, 2008, will be for special settlement on Oct. 22,
2008. These trades will appear on the CDS Clearing and Depository Services
Inc. settlement report and will be recorded with a settlement date of Oct.
22, 2008.
All trades on Oct. 21 and Oct. 22, 2008, will trade for cash settlement the
following business day. Trades on Oct. 23, 2008, from the open to noon will
be for same-day cash settlement.
Selling participating organizations must have the rights that are being sold
in their possession or owed to them through clearing prior to such sale.
Should fail positions exist on the expiry date, purchasing participating
organizations have the option of paying for the rights purchased and
demanding delivery of the securities into which the rights are exercisable.
Reference should be made to Rule 5-303.
Such demand shall be made before 4 p.m. (Toronto time) on the expiry date of
Oct. 23, 2008.
Investors should contact their brokers for information or advice on their
investments.
Rights give existing shareholders a chance to proportionately buy shares in the new issue the company is putting out to raise more funds. The certificate showing this privilege is called a right. It gives the stockholders the first opportunity, to buy the new securities.
Rights issue
An offer made by a company to its shareholders to enable them to buy new
shares in the company at a discount to the market price.
