CALGARY, AB – Pan Orient Energy Corp. (“Pan Orient” or the “Company”) (TSXV: POE) is pleased to announce that it received shareholder approval today for its previously announced capital reorganization. Over 99% of the votes cast were in favor of the required special resolution.
Shareholder approval allowed Pan Orient’s directors to set the effective date for the reorganization and the record and payment dates for the resulting $0.40 per common share return of capital to shareholders. The record date will be February 2, 2022 and the effective and payment date will be February 10, 2022. The return of capital is expected to be generally more tax advantageous to shareholders than a dividend.
The distribution to shareholders will be made in accordance with the “due bill” trading procedures mandated by the TSX Venture Exchange for large dividends and distributions. The purpose is to result in traded shares carrying the value of the $0.40 distribution until it is paid.
A due bill will notionally represent the $0.40 distribution that a holder of a Pan Orient share is entitled to receive. A due bill will attach to each share traded, from the trading day before the record date for the distribution until the date on which the distribution is paid. During this due bill trading period, the shares will trade on a “due bills basis”. A seller of shares (who is prospectively entitled to the $0.40 distribution) will also sell to the purchaser the entitlement to the distribution (which is represented by the due bill attached to each share sold).
Key dates are:
The aggregate amount of the return of capital will be approximately $19.9 million. It will be funded from Pan Orient’s cash reserves. Pan Orient’s remaining cash reserves, plus ongoing cash flow from Concession L53 in Thailand, are expected to be sufficient to fund its continuing business operations for the remainder of 2022. Pan Orient anticipates that an updated corporate presentation will be posted on its website in February or later, after the December 31, 2021 independent reserves evaluation for the Thailand interest is finalized and there is more certainty about other corporate developments being pursued.
Pan Orient also intends to make a cash payment of $0.40 per restricted share unit to holders of Pan Orient’s 599,998 currently outstanding restricted share units and, subject to regulatory approval, reduce by $0.40 the exercise price of Pan Orient’s 2,865,000 currently outstanding options. The cash payment and exercise price reduction is pursuant to Pan Orient’s long term incentive plan and stock option plan and is anticipated to be with effect from the payment date for the $0.40 distribution to shareholders.
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