Tuscany Energy Ltd TSCAF

merger

[Bigbadoil]

Yes both DZR and TUS have common management and that is why some people" smell a rat".

I dont think Mr lamond is out to" screw anybody". Diaz has a large debt relative to its assets and is constrained financially. They are both partners in the Macklin pool which has o e of the best Wells. Diaz was holding TUS back on this asset as it has little capital. Now the merged company can progress development there.

Post merge and consolidation, the company will have 18.6million shs out with a 2012 NAV of $41 million. Taking off the assumed debt of 4.2 mill, that gives a NAV of $36.8 mill. Do the math the NAV on the new share count is $1.98!

Now TUS is trading at about 4c so the post consolidation value (*8) =$32c

They are also about to drill 3 wells asap after the deal is done (July 15). These wells IP at 100BOPD. Current production for the combined entity is 660 BOEPD.

They usually get about $8 discount to Hardisty heavy for their oil. Hardisty heavy was trading at C$96 yesterday.

Extreme value here if ever i saw it.

Bigbadun'

[qwqw]

The thing I don't like is that Daiz's NAV ($15 mil) is only half that of Tuscany's ($30 mil). Yet Diaz's EV (MC + debt) is higher than Tuscany's??????? If the merger goes thru Tuscany's EV more than doubles but NAV only increases by 50%. If EV doubles I expect NAV to also at least double to make it worth while.

[Bigbadoil]

Yes but the combined company is valued at such a disount to Asset value (NAV) and each well at Macklin (100%) that is drilled (very low risk development) will add significant value to the new entity. They are only producing 660 BOEPD and intend to drill 3 wells and recomplete 3 others in the 3rd qtr. They have facilites in place and the wells that they are drilling are next to, or inbetween

[qwqw]

If I were in Bob's shoes I would take Diaz private (they already own 75%) and give it to Tuscany for  $1 plus debt assumption.Thereby strengthening Tuscany instead of diluting it.Everyone wins. Rollback ???????????? No thanks.   

[Bigbadoil]

If he did that then he would have to buy the other 25% shareholders out. Perhaps he doesnt want it use more cash? The NAV is past history- the upside is in the undrilled low risk development locations on the Macklin property - probablyover 15 right now and will increase with drilling. Alot of them have no value atttached to them in the reserve report. Better that the combined company drill these

[qwqw]

"If he did that then he would have to buy the other 25% shareholders out. Perhaps he doesnt want it use more cash?" I would do it out of compassion for the long suffering shareholders of both Diaz & Tuscany. Tuscany will do well regardless and its unused line of credit of $9 mil won't be any higher after the merger than before.

[ppp]

Seeing as DZR is worth maybe what amounts to the 4 mil debt and nothing else. What if they issued warrents instead of shares.  TUS takes over the debt and issues 30 mil warrents instead of shares. Lets say the strike of the warrents was 12 cents. This would allow all DZR share holders to take part in the upside of anything above 12 cents. And as management owns most of the shares it would