EX-1
from 8-K
1 page
Houston, Texas, July 24, 2003 - Gulfwest Energy Inc. (Otc-Bb: Gulf) Announced Today That It Has Signed a Letter of Agreement With Starlight Corporation of Denver to Pursue a Merger of the Two Companies. a Definitive Agreement and Plan of Merger Is Being Developed, Which Will Be Subject to Board and Shareholder Approval by Both Companies, as Well as Regulatory Approvals and Customary Due Diligence. the Merger Will Be Achieved Through a Stock-For-Stock Exchange, Whereby 100% of the Starlight Stock Will Be Exchanged for Gulfwest Stock With Gulfwest as the Surviving Entity. the Combined Company Will Maintain Its Headquarters in Houston With a Regional Office in Denver to Operate Its Colorado Properties. the Merger Is Contingent Upon Achieving Consolidated Re-Financing of the Combined Company With Terms Agreeable to Both Parties, as Well as Gulfwest's Largest Debt Holder. the Refinancing Will Include Significant New Capital for Development Projects on the Gulf Coast and in the Rockies to Provide Growth Potential. Gulfwest and Starlight Are Oil and Gas Companies Focused on the Development of Their Producing Properties and the Acquisition of Oil and Gas Assets With Development Potential. Gulfwest's Properties Are in Texas, Louisiana, Colorado and Oklahoma, and Starlight's Properties Are in Colorado. the Combined Proved Reserves of the Two Companies Are Estimated at 95 Billion Cubic Feet Equivalent (Bcfe), of Which 62% Is Natural Gas. * * * * * * * the Matters Discussed Herein May Contain "Forward-Looking" Statements That Involve Risks and Uncertainties Including, Without Limitation, Competitive Factors in the Marketplace. for Further Discussion Regarding the Information in the Press Release, Please Refer to Gulfwest's 10-K for December 31, 2002 and 10-Q for March 31, 2003
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