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Delta Oil & Gas, Inc. extends tender offer and modifies
minimum tender condition
March 16, 2009
Delta Oil and Gas, Inc, (OTC:BB – DOIG)
announced today that it has extended the expiration date of
its tender offer to acquire all the outstanding shares of The Stallion
Group, a Nevada corporation. The offer, which was scheduled to
expire at 5:00 p.m., Eastern City time, on Tuesday, March 17, 2009,
has been extended until 5:00 p.m., Eastern time, on Wednesday,
March 25, 2008, unless extended. As of the close of business on
March 13, 2009, approximately 5,991,239 shares of Stallion common
stock had been tendered and not withdrawn in the tender offer.
Shares of Stallion Common Stock tendered in the offer may be withdrawn
by or on behalf of the depositing shareholder at any time during
the period that the tender offer remains open.
On March 16, 2009,
Delta also announced a reduction in the minimum tender condition.
The tender offer is now conditioned upon, among other things, that
there shall have been properly deposited and not withdrawn that
number of Stallion common shares that constitutes at least 50%
of the Stallion common shares issued and outstanding on a fully-diluted
basis on the date the shares are accepted for purchase, a reduction
from the previous condition that at least 80% of the Stallion common
shares issued and outstanding on a fully-diluted basis be validly tendered
and not validly withdrawn in the tender offer prior to the expiration
date.
All other terms and conditions of the tender offer
remain in full force and effect.
THE TENDER OFFER IS BEING MADE ONLY
PURSUANT TO THE PROSPECTUS, OFFER TO PURCHASE, LETTER OF TRANSMITTAL
AND RELATED MATERIALS THAT WILL BE DISTRIBUTED TO SHAREHOLDERS OF THE
STALLION GROUP. REFERENCE IS MADE TO THESE DOCUMENTS FOR THE COMPLETE
TERMS AND CONDITIONS OF THE OFFER.
A registration statement on Form
S-4 (containing a prospectus) relating to the offer to purchase the
common shares of The Stallion Group is available on www.sec.gov.
This
press release is for informational purposes only. This press release
shall not constitute an offer to sell or the solicitation of an offer
to buy the securities nor shall there be any sale of the securities
in any state in which such offer, solicitation or sale would be unlawful.
Cautionary Statements
This press release contains certain “forward-looking
statements.” Such forward-looking statements are often identified
by words such as “intends”, “anticipates”, “believes”, “expects” and “hopes” and
include, without limitation, statements regarding the Company’s plan
of business operations, potential contractual arrangements, receipt of working
capital, anticipated revenues and related expenditures. Factors that could
cause actual results to differ materially include, among others, those set
forth in the Company’s Annual Report on Form 10-KSB for the fiscal
year ended December 31, 2007, under the caption “Risk Factors” and
in other reports filed with the SEC. Most of these factors are outside the
control of the Company. Investors are cautioned not to put undue reliance
on forward-looking statements. Except as otherwise required by applicable
securities statutes or regulations, the Company disclaims any intent or obligation
to update publicly these forward-looking statements, whether as a result
of new information, future events or otherwise.
This communication is neither an offer to purchase, nor
a solicitation of an offer to sell, shares of Delta or any other entity.
This communication is not a solicitation of a proxy from a security holder
of the Company or The Stallion Group. The Company has filed a registration
statement with the SEC with regard to the proposed offer for The Stallion
Group. YOU ARE URGED TO READ THE PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS
IF AND WHEN FILED WITH THE SEC AND THE SECURITIES COMMISSIONS OR EQUIVALENT
REGULATORY AUTHORITIES IN CANADA, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.
You will be able to obtain any such prospectus or proxy statement and any
other documents filed with the SEC free of charge at the SEC’s website, www.sec.gov,
and filed with the securities commissions or equivalent regulatory authorities
in Canada at the following website, www.sedar.com. In addition, you may obtain
a prospectus and the proxy statement (if and when it becomes available) and
the other documents filed by the Company with the SEC and the securities
commissions or equivalent regulatory authorities in Canada by requesting
them in writing from Delta Oil & Gas, Inc., Attention: Investor Relations,
Telephone: 1.866.355.3644.
Greg Werbowski
1.866.355.3644
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