Access to the RBC Rundle VIRTUAL DATA ROOM requires registration by execution of a project confidentiality agreement. To register please contact Jill Switzer: 403 299 8446
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Grizzly Resources Ltd. & Ironhorse Oil & Gas Inc. |
Bids Due: June 16, 2011 |
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Contact: 403-299-8453
403-299-8455 |
Introduction Letter | Foreword & Disclaimer | Shackleton
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INTRODUCTION LETTER
May 16, 2011
Dear Sir / Mesdames:
RE: GRIZZLY RESOURCES LTD. & IRONHORSE OIL & GAS INC. -
2011 SHACKLETON SHALLOW GAS OFFERING
Grizzly Resources Ltd. and Ironhorse Oil & Gas Inc. (collectively "the Companies") have retained RBC Rundle as the exclusive agent for the disposition of their jointly owned Shackleton gas property (the "Property") in southwest Saskatchewan. This letter outlines the sale process.
Access to Confidential Information
Interested parties may access confidential data for the Properties by executing two original Confidentiality Agreements (“CA”) in the form provided and attached hereto. The CA is also available for download on the RBC Rundle website. Executed CA’s can be faxed, but must also be forwarded in original form.
After receipt of the executed CA, RBC Rundle will issue a user name and password for access to a secure Virtual Data Room (“VDR”) that hosts key data and data updates. Key data on the VDR will include among other things an engineering evaluation, land schedules and accounting reports. Potential purchasers may book time in a physical Data Room at Rundle’s offices to view well files, prospect files and other relevant data. To book time in the Data Room or for questions regarding the CA please contact the undersigned.
Please note that CA’s executed on behalf of unidentified parties will not be accepted.
CA’s should be addressed to:
Grizzly Resources Ltd. & Ironhorse Oil & Gas Inc. c/o RBC Rundle
Suite 3900 Bankers Hall West
888 – 3rd Street SW
Calgary, Alberta T2P 3N3
Attention: Mr. Tom Caldwell
Timing of Offers
The Companies have allowed approximately four weeks for the evaluation of the Property Groups. Offers for the Property shall be submitted no later than 12:00 noon, MST, June 16, 2011. The effective date of the sale is June 1, 2011. A minimum of three weeks should be available to the Companies before expiry of the Offer to allow the Companies reasonable time to respond to the Offer.
Nature and Form of Offer
The Companies have a strong preference to sell their respective interests to one purchaser. The Property shall be sold for cash.
No bid form is supplied nor required. The Offer shall be non-binding. Notwithstanding other relevant issues, the Offer shall contain the following information:
1) Offer price
2) Effective date
3) Source of financing, financing conditions and timing, if applicable
4) Environmental conditions
5) Requirements for approval of Management, Board of Directors, or other parties
6) Expected timing to remove Offer conditions, execute Purchase and Sale Agreement, and closing
Offer Selection Process
Offers for consideration are selected at the discretion of the Companies. If required, and at the discretion of the Companies, bidders may be asked to provide clarifications or additional information to support their Offer. Furthermore, bidders may be asked to participate in an additional round of bidding.
Other Issues
This sale process carries no implicit promise to accept the highest Offer, or any Offer at all.
The Companies and RBC Rundle do not make, and expressly disclaim, any representation or warranty (written or oral) as to the accuracy, or completeness of the information herein (or subsequently provided) and none shall be implied. Only those representations and warranties made in a fully executed Purchase and Sale Agreement shall be binding on the Companies. All bidders are to incorporate in their bid level the assumption of any and all abandonment and reclamation obligations. Each potential purchaser must rely on their own investigation in order to satisfy themselves as to all matters, except to the extent expressly agreed to in the Purchase and Sale Agreement to be entered into between the Companies and the successful purchaser. All costs incurred by the potential purchaser in this investigation and evaluation shall be for their own account.
The Companies reserve the right to amend or modify these procedures, terms and conditions at any time.
Inquiries and Correspondence
The Company personnel are not to be contacted directly. All correspondence and inquiries should be directed to RBC Rundle.
Primary Contact:
Tom Caldwell
403.299.8453
tom.r.caldwell@rbccm.comSecondary Contact:
Victor Vun
403.299.8455
victor.vun@rbccm.com
We look forward to pursuing this opportunity with you.
Yours truly,
RBC RUNDLE
Tom Caldwell
Managing Director