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Address: 100 - 522 11th Ave SW
Calgary AB T2R 0C8
Phone: 403 265 8258
Fax: 403 265 8793
Website:
https://www.tuscanydrilling.com
Warrant Symbol - TID.WT
Number Trading - 21,134,751
Expiration Date - October 16,
2011
Cusip - 90069C 12 8
Exercise Price - $1.75 (U.S.)
Warrants called to trade news:
Tuscany Int'l Drilling
to list on TSX April 19
2010-04-15 16:26 MT - New
Listing
TSX bulletin 2010-0440
An application has been granted
for the original listing in the
industrial category of
206,247,447 common shares of
which 148,712,225 common shares
will be issued and outstanding
and 57,535,222 common shares
will be reserved for issuance.
An application has also been
granted for the listing of
21,134,751 share purchase
warrants, all of which are
issued and outstanding.
The common shares and warrants
will be listed and posted for
trading at the opening on
Monday, April 19, 2010. Pursuant
to a plan of arrangement
involving Cheq-It Ltd., the
company and the shareholders of
Cheq-It, as described in the
information circular and proxy
statement of Cheq-It dated March
1, 2010, each holder of a common
share of Cheq-It received 0.0265
of a common share of the
company.
The company is subject to the
reporting requirements of
Section 501 of the TSX company
manual.
Common shares:
Stock symbol: TID
Cusip: 90069C 10 2
Trading currency: Canadian
Warrants:
read more... || collapse
Stock symbol: TID.WT
Cusip: 90069C 12 8
Trading currency: Canadian
Temporary market-maker: W.D.
Latimer Co. Ltd.
Other markets: The common shares
of Cheq-It Ltd. were listed on
the TSX Venture Exchange on Feb.
9, 2004. The common shares of
Cheq-It (symbol: CQT) will be
delisted from TSX-V at the
opening on April 19, 2010, upon
commencement of the trading of
the common shares and warrants
of the company on Toronto Stock
Exchange.
Incorporation: The company was
incorporated pursuant to the
Business Corporations Act
(Alberta) (ABCA) on April 6,
2004. Cheq-It was incorporated
pursuant to the ABCA on May 28,
1993.
Fiscal year-end: Dec. 31
Nature of business: The company
is engaged in the business of
providing contract drilling and
overwork services, along with
drilling tool rentals, to
intermediate- and major-sized
oil and gas companies which
operate through South and
Central America.
Transfer agent and registrar:
Olympia Trust Company at its
principal offices Calgary,
Alta., and Olympia Transfer
Services Inc., as co-transfer
agent in Toronto, Ont.
Dividends: Since incorporation,
the company has not declared or
paid any dividends on its
outstanding common shares. Any
decision to pay dividends on the
common shares in the future will
be made at the discretion of the
board of directors of the
company, after taking into
account the company's earnings,
financial requirements and other
conditions existing at such
future time.
Warrants: The warrants are
governed by the terms of a
warrant indenture between the
company and Olympia Trust
Company. The warrant indenture
provides for appropriate
adjustments to the warrants in
the event of stock dividends,
subdivisions, consolidations and
other terms of capital
reorganization.
Each warrant will entitle the
holder thereof to acquire one
common share at a price of $1.75
(U.S.). The warrants expire on
Oct. 16, 2011, at 5 p.m.
(Calgary time).
Cheq-It, Tuscany Int'l
close takeover
2010-04-16 11:47 MT - News
Release
Tuscany International Drilling
Inc. has successfully completed
the acquisition of all of the
issued and outstanding common
shares of Cheq-It Ltd. on the
basis of 0.0265 of a common
share of Tuscany for each
Cheq-It share by way of a plan
of arrangement. The Tuscany
shares will commence trading on
the Toronto Stock Exchange on or
about April 19, 2010, under the
trading symbol TID. In addition,
the share purchase warrants of
Tuscany issued in connection
with the exchange of the special
warrants of Tuscany under the
arrangement will also commence
trading on or about April 19,
2010, under the symbol TID.WT.A.
In connection with the
completion of the arrangement,
the Cheq-It shares shall be
delisted from the TSX Venture
Exchange. Jennings Capital Inc.
acted as strategic adviser to
Tuscany with respect to the
arrangement.
Tuscany has appointed Reginald
Greenslade as president of
Tuscany, as well as Donald
Wright as lead director.
Mr. Greenslade is a professional
engineer and the former
chairman, president and chief
executive officer of Big Horn
Resources Ltd., Enterra Energy
Corp. and chairman of Enterra
Energy Trust until March, 2006.
He was president and CEO of
Enterra Energy Trust from
January to June of 2005, and was
the president and CEO of JED Oil
Inc. from November, 2003, to
January, 2005. During his time
as president and CEO of JED Oil
Inc., the market capitalization
of the company increased from
approximately $50-million to
over $170-million and the share
price increased from under $4
per share to over $12 per share.
During Mr. Greenslade's tenure
as president and CEO at Enterra,
the market capitalization grew
from under $2-million to surpass
the $1-billion mark. Enterra's
share price rose steadily from
under $2 per share to
approximately $60 per share on a
presplit basis. A two-for-one
stock split was completed during
this time. Mr. Greenslade is a
founder and a director of
Spartan Exploration Ltd., a
junior oil and gas exploration
and production company focused
on light-oil and medium-oil
opportunities in Saskatchewan
and Alberta, Eastend Energy
Corp., an oil and natural gas
company focused in Saskatchewan,
and Athlete Equity Partners, a
financial equity partnership.
Mr. Greenslade also serves on
the board of directors of
Maverick Business Solutions, an
integrated oil and gas service
company, and Andora Energy
Corp., an oil sands company.
Mr. Wright is currently the
president and chief executive
officer of the Winnington
Capital Group Inc., an
investment counsel and portfolio
management company. Mr. Wright's
career has spanned over 30 years
in the investment industry. He
has held a number of leadership
positions, including: president
of Merrill Lynch Canada;
executive vice-president,
director and member of the
executive committee of Burns Fry
Ltd.; chairman and chief
executive officer of TD
Securities Inc.; and deputy
chairman of TD Bank Financial
Group. Mr. Wright is the
chairman of the board of
directors of VIA Rail Canada
Inc., Richards Packaging Inc.,
Grey Horse Corp., Attwell
Capital Inc., Cinaport Inc.,
Equity Transfer Trust Co., the
chairman of the board of
trustees of Richards Packaging
Income Fund, and is a member of
the board of directors of
American Cancer Centre, Black
Bull Resources Inc., Condor
Petroleum Inc., DHX Media Ltd.,
MaRS Innovation, Public Mobile
Inc., Tuscany International
Drilling Inc. and GMP Capital
Inc. He is also a trustee for
the Hospital for Sick Children,
and a member of the Royal
Ontario Museum Governors'
finance committee.
About Tuscany
Tuscany, a corporation
headquartered in Calgary, Alta.,
is engaged in the business of
providing contract drilling and
workover services, along with
equipment rentals to the oil and
gas industry. The company is
currently focused on providing
services to oil and natural gas
operators in South America.
During 2009, Tuscany established
operating centres in Bogota,
Colombia, and Quito, Ecuador,
and is currently registering to
allow for business operations in
Brazil and Peru. Tuscany has
been engaged in an aggressive
rig building program with the
latest technology, and currently
has two drilling rigs and four
heavy-duty workover rigs in
operation, with three additional
rigs currently being transported
to location. The company's 2010
business plan contemplates the
construction of approximately 10
drilling/heavy-duty workover
rigs and the acquisition of one
recently constructed
heli-portable drilling rig.
The Tuscany management team
believes that current market
conditions in the South American
service sector provide an
optimal point of entry for a new
oil field service company.
Drilling commitments from new
and continuing licence rounds
combined with increased
heavy-oil development, as well
as Colombia announcing its
intention to double production
by 2015, has resulted in an
increase in demand for oil field
services in South America. The
continuing development of the
South American oil and natural
gas industry has resulted in oil
and gas companies demanding
new-technology drilling
equipment to complete their
drilling programs, and has
resulted in an overwhelmingly
positive acceptance of the six
drilling and heavy-duty workover
rigs Tuscany has recently
introduced into the South
American market. Tuscany plans
to continue building new assets
for deployment as customers
commit. The business model the
company established in 2009 has
proved itself, as 2010 has
witnessed a tremendous increase
in demand for drilling and
workover rigs. It is anticipated
that these factors, combined
with increased access to capital
as a public entity, will provide
the Tuscany shareholders with
the opportunity for increased
returns.
Tuscany expects to focus on the
rapidly expanding South American
oil and gas services industry,
growing through building the
newest-technology drilling rigs
coupled with a targeted
acquisition and consolidation
strategy where attractive
acquisition multiples can be
achieved. Tuscany's extensive
asset base in a well-capitalized
corporate structure will
facilitate growth through cash
flow from operations and
strategic acquisitions.
The Tuscany management team has
a solid record of creating value
in high-growth and oil field
service companies. The Tuscany
management team is led by Walter
Dawson as chairman and chief
executive officer, Mr.
Greenslade as president, Bruce
Moyes as chief financial officer
and Don Bertsch as
vice-president, operations.
Walter Dawson, CEO
Mr. Dawson, founder, chairman
and CEO of Tuscany, has worked
with, and been a leader in, the
oil service industry for over 40
years. Mr. Dawson was the
founder of Saxon Energy Services
Inc., an international oil field
services company which was a
publicly traded company from
2001. Mr. Dawson was chairman of
the board of directors of Saxon
prior to its acquisition in 2008
by Schlumberger Oilfield
Holdings Ltd. and a private
equity investor, First Reserve,
in a transaction valued at
approximately $700-million. In
1993, Mr. Dawson founded what
became known as Enserco Energy
Services Company Inc., formerly
Bonus Resource Services Corp.
Enserco entered the
well-servicing businesses
through the acquisition of over
26 independent Canadian service
rig operators. Prior to his time
at Saxon and Enserco, Mr. Dawson
served for 19 years as
president, CEO and a director of
Computalog Ltd., which is now an
operating division of
Weatherford. Computalog's
primary businesses were oil and
gas logging, perforating,
directional drilling and fishing
tools. While at Computalog, Mr.
Dawson instituted a technology
centre, located in Fort Worth,
Tex., to develop electronics
designed for downhole wellbore
logging tools. Mr. Dawson is the
sole owner and president of
Perfco Investments, Ltd., an
investment company, and is a
director of Gran Tierra Energy
Inc.
Reginald Greenslade, president
As detailed above.
Bruce Moyes, chief financial
officer
Mr. Moyes has over 25 years of
accounting and financial
experience in a variety of
entities, most recently as
vice-president, finance, and
treasurer of Ensign Energy
Services Inc., a land-based
international oil field services
contractor, the shares of which
are listed on the TSX. Prior
thereto, Mr. Moyes was a manager
of financial planning and
analysis at Canadian Pacific
Ltd. from 1996 to 1999. Prior
thereto, Mr. Moyes was a senior
manager with
PricewaterhouseCoopers LLP,
where he worked from 1985 to
1996.
Don Bertsch, vice-president,
operations
Mr. Bertsch has over 30 years of
experience in international
drilling and workover services,
15 years of which are in South
America and Central America. Of
note, Mr. Bertsch was the
regional manager, Ecuador and
Colombia, of Saxon from 2003 to
2009. Prior thereto, Mr. Bertsch
was the general manager of Pool
International Ecuador, Nabors
Drilling and Welltech in
Argentina.
The board of directors of
Tuscany consists of Mr. Dawson,
Mr. Wright, Mr. Greenslade,
Jeffrey Scott, Terry McIver and
John R. Rooney.
Mr. Dawson, chairman and CEO
As detailed above.
Mr. Wright, lead director
As detailed above.
Mr. Greenslade, president and
director
As detailed above.
Jeffrey Scott, director
Mr. Scott is a founder and
chairman of the board of
directors of Gran Tierra Energy
Inc. since January, 2005. Since
2001, Mr. Scott has served as
president of Postell Energy Co.
Ltd., a 30-year-old private oil
and gas producing company. He
has been in the oil industry for
over 28 years, and has extensive
oil and gas management and
operations experience. Beginning
as a production manager of
Postell Energy Co. Ltd. in 1985,
he advanced to president in
2001. Mr. Scott has served as a
senior officer and/or director
of various publicly traded
companies, and is currently a
director of Essential Energy
Services Trust and Petromanas
Energy Inc., and is chairman of
Nucoal Energy Corp. Mr. Scott
was a director of Saxon from
2004 to 2008.
Terry McIver, director
Mr. McIver is the president of
Loadcraft Industries Ltd., an
internationally known
manufacturing company located in
Brady, Tex., and Brownwood,
Tex., which specializes in
mobile drilling rig and trailer
manufacturing.
John R. Rooney, director
Mr. Rooney is the president and
CEO of Northern Blizzard
Resources Inc., a private oil
and gas company. Prior thereto,
Mr. Rooney served as CEO of TUSK
Energy Corp. since the
acquisition of Zenas Energy Inc.
by Tusk in January, 2007, and
until Tusk was sold to a large
United States pension fund in
April, 2009. Prior thereto, Mr.
Rooney was president and CEO of
Zenas Energy Inc. from August,
2005, to December, 2006,
president and CEO of Blizzard
Energy Inc. from December, 2002,
to July, 2005, and served as
vice-president and CFO, and then
president and CEO of Equatorial
Energy Inc. from May, 1999, to
July, 2002. Mr. Rooney is a
chartered accountant and a
chartered business valuator. Mr.
Rooney is also a director of
Western Energy Services (a
public oil services company),
Gastar Exploration Ltd. and Caza
Oil & Gas Inc. (both public oil
and gas companies), as well as
Export Development Canada (a
crown corporation).
