CALGARY, ALBERTA -- (Marketwired) -- 07/16/13 -- Wenzel Downhole Tools Ltd. (TSX: WZL) ("Wenzel" or the "Company") announces that the Court of Queen's Bench of Alberta (the "Court") granted a further interim order to Wenzel on July 16, 2013 (the "Second Interim Order") to adjourn its forthcoming special meeting of the securityholders of Wenzel until 10:00 a.m. (Calgary time) on July 30, 2013 (the "Reconvened Meeting").
On July 10, 2013, the Company announced that Raymond James Ltd. ("Raymond James") had become aware of a technical error in its valuation of the Company (the "Valuation") and determined it was necessary to correct the Valuation. It also announced that the Company intended to adjourn and postpone its previously announced special meeting of the shareholders ("Shareholders"), optionholders ("Optionholders") and the holder of series 1 preferred shares of Wenzel (collectively with the Shareholders and Optionholders, the "Securityholders"), scheduled for July 19, 2013, to allow for distribution of a correction to the Valuation range to the Securityholders.
On July 16, 2013, Wenzel obtained the Second Interim Order, approving the adjournment of the July 19, 2013 Securityholder meeting to 10:00 a.m. (Calgary time) on July 30, 2013, as well as providing directions to the Company with respect to the Reconvened Meeting. In accordance with the terms of the Second Interim Order, the Company will convene the July 19, 2013 Securityholders meeting and will promptly adjourn it to July 30, 2013 without any business taking place regardless of whether or not a quorum is present on July 19, 2013.
The Reconvened Meeting
The Reconvened Meeting of Securityholders will be held at 10:00 a.m. (Calgary time) on July 30, 2013 in the Imperial Ballroom of Hyatt Regency Calgary at 700 Centre Street S.E., Calgary, Alberta, Canada. The record date for the Reconvened Meeting remains June 10, 2013.
The Addendum to the Information Circular
In accordance with the terms of the Second Interim Order, on July 17, 2013 Wenzel will mail an addendum (the "Addendum") to the information circular of the Company dated June 17, 2013 (the "Information Circular") to all Securityholders who received the original meeting materials.
The Addendum provides, among other things: (i) formal notice of the Reconvened Meeting; (ii) an amended notice of originating application to the Court; (iii) further information with respect to the revised valuation and fairness opinion of Raymond James dated July 10, 2013 (the "Revised Valuation and Fairness Opinion"); (iv) the recommendation of the board of directors of Wenzel (the "Board") to Shareholders and Optionholders; (v) details relating to the return of proxies; (vi) Shareholder dissent rights; and (vii) information on the application to the Court for the final order approving the statutory plan of arrangement (the "Arrangement") under section 193 of the Business Corporations Act (Alberta) involving the Company, Basin Tools, L.P. and 1748017 Alberta Ltd.
The Addendum, together with the appendices attached thereto and the documents incorporated by reference therein, should be read in conjunction with the Information Circular, which shall remain unamended except to the extent modified or updated by the Addendum.
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