High Arctic Energy Services Inc. is pleased to announce that the TSX Venture Exchange (the "TSXV") has conditionally approved the listing on the TSXV of the common shares (“SpinCo Common Shares”) of High Arctic Overseas Holdings Corp. (“SpinCo”), pursuant to the terms of the previously announced reorganization of High Arctic to separate the Corporation's North American and Papua New Guinea businesses, by way of a court-approved plan of arrangement (the "Arrangement") between the Corporation and SpinCo.
It is a condition of closing of the Arrangement that the TSXV, or another acceptable stock exchange, approve the listing of the SpinCo Common Shares. As previously announced, the Toronto Stock Exchange (the “TSX”) has conditionally approved the listing on the TSX of the new common shares of High Arctic ("New High Arctic Common Shares") to be issued to Shareholders ?on completion of the Arrangement.
As at the closing of the Arrangement, which is now expected to occur on or about August 9, 2024, each High Arctic shareholder will receive one-quarter of one (1/4) SpinCo Common Share and one-quarter of one (1/4) New High Arctic Common Share for each current common share of High Arctic held. The Arrangement was approved by Shareholders, along with a distribution of $0.76 per share to its Shareholders by way of return of capital (the “Return of Capital”) and other matters, at the annual general and special meeting held on June 17, 2024.
The Arrangement remains subject to the satisfaction of closing conditions, including the final approval from the TSX for the listing of the New High Arctic Common Shares, and the final approval from the TSXV for the listing of the SpinCo Common Shares.
For more information on the Arrangement and the Return of Capital, please see the management information circular of the Corporation dated May 9, 2024, and news releases dated May 11, 2024, May 21, 2024, May 29, 2024, June 12, 2024, June 18, 2024, June 27, 2024, June 28, 2024 and July 31, 2024 available on the Corporation's SEDAR+ profile at www.sedarplus.ca.
