CALGARY, ALBERTA–(Marketwired – July 2, 2015) – Coral Hill Energy Ltd. (“Coral Hill“) is pleased to announce that it has entered into an arrangement agreement with Crescent Point Energy Corp. (“Crescent Point“) pursuant to which Crescent Point will acquire all of the issued and outstanding common shares of Coral Hill (“Coral Hill Shares“) not already owned by Crescent Point by way of a plan of arrangement (the “Arrangement“) on the basis of 0.0567 of a common share in the capital of Crescent Point for each Coral Hill Share.
All of the directors and officers and certain shareholders of Coral Hill, representing approximately 36.9% of the issued and outstanding Coral Hill Shares, have entered into voting support agreements with Crescent Point pursuant to which they have agreed to, among other things, support the Arrangement and vote their Coral Hill Shares in favour of the Arrangement, subject to the terms of such agreements.
Commenting on the Arrangement, Don Rae, President and Chief Executive Officer of Coral Hill stated:
“Crescent Point’s acquisition of Coral Hill provides our shareholders with the opportunity to not only receive Crescent Point’s shares, which offer compelling value, but the ability to participate in the continued development of our assets while gaining exposure to some of the most economic light oil resource plays in North America.”
Based upon a verbal fairness opinion from FirstEnergy Capital Corp. and after consulting with its financial and legal advisors, Coral Hill’s board of directors has unanimously approved the Arrangement and has unanimously determined that the Arrangement is in the best interest of Coral Hill and recommends that Coral Hill shareholders vote in favour of the Arrangement.
FirstEnergy Capital Corp. is acting as financial advisor to Coral Hill and has provided a verbal opinion that the consideration to be received by the Coral Hill shareholders pursuant to the Arrangement is fair, from a financial point of view, to the Coral Hill shareholders.
The Arrangement will be subject to the approval of not less than 66 2/3% of the votes cast by Coral Hill shareholders at an annual and special meeting of shareholders expected to be held in August 2015. Closing is subject to certain other customary conditions, including court and other regulatory approvals. An information circular regarding the Arrangement and the other matters to be considered at the shareholders’ meeting is expected to be mailed to shareholders in the first half of July 2015. Closing of the Arrangement is expected to occur shortly after the shareholders’ meeting.
Coral Hill is a private Alberta based corporation actively engaged in the exploration, development and production of crude oil and natural gas in Alberta.
Certain statements regarding Coral Hill including details of the proposed Arrangement, the timing of mailing an information circular, holding shareholders meeting and closing the transaction may constitute forward-looking statements under applicable securities laws and necessarily involve known and unknown risks and uncertainties, most of which are beyond Coral Hill’s control. These risks may cause actual results to differ materially from those expressed in, or implied by, such forward-looking statements. Such factors include, but are not limited to: the impact of general economic conditions in Canada and the United States; industry conditions including changes in laws and regulations; obtaining required approvals of the shareholders of Coral Hill, mailing an information circular, holding a shareholder meeting and closing the transaction on the time frames contemplated herein, and obtaining required approvals of regulatory authorities.
The forward-looking statements and information are based on certain key expectations and assumptions made by Coral Hill, including the timing of receipt of shareholders and regulatory approval. Accordingly, Coral Hill gives no assurance nor makes any representations or warranty that the expectations conveyed by the forward-looking statements will prove to be correct and actual results may differ materially from those anticipated in the forward looking statements.
Management has included the above summary of assumptions and risks related to forward-looking information provided in this press release in order to provide shareholders with a more complete perspective on Coral Hill’s current and future operations and such information may not be appropriate for other purposes. Coral Hill undertakes no obligation to publicly update or revise any forward-looking statements, unless required by applicable securities laws.
Donald J. Rae
President and CEO
Telephone: (403) 767-4875