Colorado Oil and Gas, Inc. Gains 31 Day Extension to Complete its Acquisition of 13 Producing Wells and 5 Development Wells in Colorado
Arete Industries, Inc. (OTCBB:ARET) announced today that its subsidiary, Colorado Oil and Gas, Inc. (COG), signed an agreement to gain a non-exclusive 31 day extension to its Purchase Agreement signed on May 16, 2005, previously announced on May 24, 2005. The Subsidiary will have until July 31, 2005, to complete its funding and close its acquisition of 13 producing oil and gas properties and 5 development prospects in Colorado. The extension agreement requires a non-refundable deposit of cash and 200,000 additional shares of common stock of the Subsidiary valued at $1.00 per share raising the total purchase price to $2,850,000. During the extension period, Colorado Oil and Gas, Inc. will have the first right of refusal to match any bona-fide third-party offer received by the Seller for the Properties. COG is currently pursuing private equity and debt financing to complete the Purchase.
Bill Stewart, President and CEO of Colorado Oil and Gas, Inc. stated, "We are dedicated to successfully completing the purchase and closing this transaction by the extension deadline. The due diligence process is now complete. The extension will allow us additional time to pursue the financing of this Project and we believe the additional consideration we are paying for the extension is more than justified by the value of the Project and what it means for the future of the Company and its shareholders."
About the Company
Arete Industries, Inc., a development stage company, is a publicly traded holding company with several subsidiaries. Its subsidiary, Colorado Oil and Gas, Inc. ("COG") was formed to pursue the acquisition of small producing oil and gas properties and mineral interests, as an entry strategy to developing into a full size oil and gas company. The Company has one other subsidiary, Aggression Sports, Inc. dba Arete Outdoors, an outdoor sports equipment company that has been inactive since 2001. Recently, the Company determined to restructure and re-activate its Aggression Sports subsidiary under a new business plan currently being developed by the Company's President, Thomas P. Raabe. The Company has also recently initiated a management restructuring and strategic planning process to develop a new business focus and continues to seek other business acquisitions.
Statement as to Forward-Looking Statements
Certain statements contained herein, which are not historical, are forward-looking statements that are subject to risks and uncertainties not known or disclosed herein that could cause actual results to differ materially from those expressed herein. These statements may include projections and other "forward-looking statements" within the meaning of the federal securities laws. Any such projections or statements reflect Arete's or COG's current views about future events and financial performance. No assurances can be given that such events or performance will occur as projected and actual results may differ materially from those projected. Important factors that could cause the actual results to differ materially from those projected include, without limitation, COG's inability to meet the conditions to acquiring its current project including providing financing to pay the purchase price; unexpected difficulties encountered in the investment market; the volatility in commodity prices for oil and gas, the presence or recoverability of estimated reserves, the ability to replace reserves, environmental risks, drilling and operating risks, exploration and development risks, competition, government regulation or other action, the ability of management to execute its plans to meet its goals and other risks inherent in their businesses that are detailed in their Securities and Exchange Commission ("SEC") filings.
Arete Industries, Inc. Karen Hemmerle, 303-652-3113 Fax: 303-652-1488 khemmerle@areteindustries.com or Colorado Oil and Gas, Inc. Bill Stewart, 303-427-8688 ir@areteindustries.com
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[ress Release Source: Arete Industries, Inc.
Arete Industries, Inc. Sets Record Date for Dividend-Spin-off of Oil and Gas Subsidiary Wednesday July 13, 11:18 am ET Company Takes the First Step of its Restructure Strategy to Make Colorado Oil and Gas, Inc. an Independent Public Company
NIWOT, Colo.--(BUSINESS WIRE)--July 13, 2005--Arete Industries, Inc. (OTCBB:ARET - News) today declared a stock dividend of a portion of its holdings in its Colorado Oil and Gas, Inc. (COG) subsidiary as the first step to its Restructure Strategy. The Board of Directors met on July 12, 2005, with the members of its Restructure Strategy Committee to take action on its recommendations, setting September 2, 2005, as the record date for the stock dividend. The dividend spin-off is the first step in the Company's proposed restructuring plan announced on June 29, 2005.
ADVERTISEMENT click here Bill Stewart, the CEO, President and a Director of COG, and an officer and director of Arete, laid out its funding, development, and long-term business plan to the Company's Board of Directors. As part of the plan it was determined that COG is ready to take the next step toward becoming a fully independent, operating oil and gas company by separating from its parent company. The Board evaluated the Committee's recommendations, considered the rules regarding spin-offs, and determined that COG was qualified to be spun-off at this time.
Under this first phase of its Restructuring Plan, Arete Industries, Inc. will retain five percent of its 850,000 common shares of COG and the remaining shares would be distributed to the Arete shareholders holding shares as of the Record Date, on a pro rata basis. Final details of the spin-off dividend plan will be forthcoming in the next few weeks. Preliminarily, depending on several factors including the number of shares outstanding on the Record Date, Arete shareholders will receive one share of COG for approximately every 300 shares of Arete Industries, Inc. they own as of the Record Date. The board has declared the dividend and set the September 2, 2005, Record Date to allow for timely preparation of required disclosures and performing procedures necessary to complete the dividend spin-off in accordance with state and federal regulations. The dividend spin-off is not contingent upon COG closing its proposed purchase of the 13 Well Project, but will require certain governmental filings and approvals. Under the first step of the Plan, COG will be required to distribute certain information to the Arete shareholders that are qualified to receive the COG shares in the dividend. After the spin-off COG will file a registration statement covering the shares being distributed in the dividend and as required under its current proposed financing. COG expects to file the registration statement with the SEC in the fourth quarter of 2005.
Charles Gamber, interim CEO and Director of the Company, stated that: "The Committee has done a great job bringing forth this first stage of our Restructuring Plan. We will now direct our focus toward developing a sustainable business plan for the Company in its own right, finishing our launch of COG and determining the future of our Aggression Sports, subsidiary. We have great expectations for our next phase which we hope to be complete and ready for full board review within the next two weeks."
About the Company
Arete Industries, Inc., a development-stage company, is a publicly traded holding company with several subsidiaries. Its subsidiary, Colorado Oil and Gas, Inc. ("COG") is in the process of acquiring small producing oil and gas properties and mineral interests with cash flow and has a Purchase Agreement currently under an extension to July 31, 2005, to purchase series of producing oil and gas leases and up to 4 proven undeveloped locations and 1 re-entry and recompletion well in Colorado. The Company has one other subsidiary, Aggression Sports, Inc. dba Arete Outdoors, which has been inactive since 2001, but which the Company is considering re-activating under a new business model being developed by its former CEO. The Company intends to restructure and redefine its business direction under a plan announced in June of this year, including seeking new business acquisitions.
Statement as to Forward Looking Statements
Certain statements contained herein, which are not historical, are forward-looking statements that are subject to risks and uncertainties not known or disclosed herein that could cause actual results to differ materially from those expressed herein. These statements may include projections and other "forward-looking statements" within the meaning of the federal securities laws. Any such projections or statements reflect the Company's current views about future events and financial performance. No assurances can be given that such events or performance will occur as projected and actual results may differ materially from those projected. Important factors that could cause the actual results to differ materially from those projected include, without limitation: (i) the Company's inability to obtain necessary regulatory approval or authorization of its proposed dividend spin-off of COG: (ii) COG's inability to meet the conditions to acquiring its current project including providing financing to pay the purchase price therefor; (iii) unexpected difficulties encountered in the investment market; (iv) the volatility in commodity prices for oil and gas, the presence or recoverability of estimated reserves, the ability to replace reserves, environmental risks, drilling and operating risks, exploration and development risks, inability to compete with better financed oil and gas companies for viable prospects; (v) government regulation or other actions that restrict or burden the Company in its efforts to acquire viable business opportunities; (vi) the ability of management to execute its plans, to meet its goals and other risks inherent in their businesses that are detailed in their Securities and Exchange Commission ("SEC") filings. Contact:
Arete Industries, Inc. Karen Hemmerle, 303-652-3113 Fax: 303-652-1488 ir@areteindustries.com or Colorado Oil and Gas, Inc. Bill Stewart, 303-427-8688 wws@coloradooilandgas.com
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I feel it. I've been playing in and out of this one for over a year with small positive gains. I'm holding long now for at least .10
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[tHIS IS going to run like EFCR ..news ah today
Press Release Source: Arete Industries, Inc.
Arete Industries, Inc. Subsidiary Purchases Producing Oil and Gas Properties Thursday July 14, 4:39 pm ET Colorado Oil and Gas, Inc. Purchased Five Working Interests in Producing Wells in Oklahoma
NIWOT, Colo.--(BUSINESS WIRE)--July 14, 2005--Arete Industries, Inc. (OTCBB:ARET - News) announced today that its subsidiary, Colorado Oil and Gas, Inc. (COG), purchased five working interests in producing wells in Roger Mills county and Beckham county, Oklahoma. The operator of the property is Chesapeake Exploration Limited Partnership and Chesapeake Operating, Inc.
Bill Stewart, President and CEO of Colorado Oil and Gas, Inc., stated: "We are pleased that we were able to complete this purchase. Although it is a small purchase, it is another step in our plan to acquire oil and gas properties and increase our cash flow. We plan to continue to build the future for the Company and its shareholders."
About the Company
Arete Industries, Inc., a development stage company, is a publicly traded holding company with several subsidiaries. Its subsidiary, Colorado Oil and Gas, Inc. ("COG"), was formed to pursue the acquisition of small producing oil and gas properties and mineral interests, as an entry strategy to developing into a full-size oil and gas company. The Company has one other subsidiary, Aggression Sports, Inc. dba Arete Outdoors, an outdoor sports equipment manufacturing company that has been inactive since 2001. The Company continues to seek other business acquisitions.
Statement as to Forward-Looking Statements
Certain statements contained herein, which are not historical, are forward-looking statements that are subject to risks and uncertainties not known or disclosed herein that could cause actual results to differ materially from those expressed herein. These statements may include projections and other "forward-looking statements" within the meaning of the federal securities laws. Any such projections or statements reflect Arete's or COG's current views about future events and financial performance. No assurances can be given that such events or performance will occur as projected and actual results may differ materially from those projected. Important factors that could cause the actual results to differ materially from those projected include, without limitation, COG's inability to meet the conditions to acquiring its current project including providing financing to pay the purchase price; unexpected difficulties encountered in the investment market; the volatility in commodity prices for oil and gas, the presence or recoverability of estimated reserves, the ability to replace reserves, environmental risks, drilling and operating risks, exploration and development risks, competition, government regulation or other action, the ability of management to execute its plans to meet its goals and other risks inherent in their businesses that are detailed in their Securities and Exchange Commission ("SEC") filings. Contact:
Arete Industries, Inc. Karen Hemmerle, 303-652-3113 303-652-1488 (fax) ir@areteindustries.com or Colorado Oil and Gas, Inc. Bill Stewart, 303-427-8688 wws@coloradooilandgas.com
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