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GreenHunter Energy And Orion Ethanol Agree To Merger
By Mr Ethanol | May 31, 2007
Grainnet.com:
GreenHunter Energy, Inc. announced June 1 that it has executed a definitive agreement to merge with Orion Ethanol, Inc., a Pratt, KS based ethanol company, in a stock-for-stock transaction valued at approximately $150 million.
Under the terms of the transaction, each outstanding share of GreenHunter Energy common stock will be exchanged for 2.09925 shares of Orion Ethanol stock.
Each outstanding share of GreenHunter Energy preferred stock will be exchanged for one share of Orion Ethanol preferred stock.
Outstanding options and warrants to purchase GreenHunter Energy stock will become exercisable for shares of Orion Ethanol after the merger is completed based on the same exchange ratio.
As a condition to the merger, a majority of the holders of Orion Ethanol convertible senior notes have agreed to convert their notes to common stock upon the effectiveness of a registration statement to be filed with the Securities & Exchange Commission covering the resale of their common stock.
After the transaction closes, current shareholders of Orion Ethanol stock will own approximately 51 percent of the combined company and current shareholders of GreenHunter stock will own the remaining 49 percent.
The Board of Directors and the major shareholders of both Orion Ethanol and GreenHunter Energy have approved executed Voting Agreements, respectively, in favor of the merger. Read more.
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