CALGARY, Alberta – Painted Pony Energy Ltd. (“Painted Pony”) (TSX: PONY) is pleased to announce that at a special meeting held today (the “Meeting”), its shareholders and optionholders voted to approve its previously announced proposed transaction with Canadian Natural Resources Limited (“Canadian Natural”) (TSX, NYSE: CNQ).
Painted Pony and Canadian Natural entered into a definitive agreement on August 10, 2020 (the “Arrangement Agreement”) for the proposed acquisition of Painted Pony by Canadian Natural under a plan of arrangement, pursuant to which Canadian Natural will acquire all of the issued and outstanding Painted Pony Shares for cash consideration of $0.69 per Painted Pony Share, subject to the terms and conditions of the Arrangement Agreement (the “Arrangement”), following which Painted Pony will become a wholly-owned subsidiary of Canadian Natural.
The total number of shares represented by shareholders present in person and by proxy at the Meeting was 86,009,788, representing approximately 53.42% of Painted Pony’s issued and outstanding common shares. The total number of stock options represented by optionholders present in person and by proxy at the Meeting was 10,688,220, representing approximately 94.59% of Painted Pony’s issued and outstanding stock options.
Holders of the requisite majorities of shares and options voted in favour of the special resolution to approve the Arrangement (the “Arrangement Resolution”) as follows:
| Resolution | # Votes For | % Votes For | # Votes Against | % Votes Against |
| Arrangement Resolution(1) | 74,573,916 | 86.70 | 11,435,872 | 13.30 |
| Arrangement Resolution(2) | 85,140,422 | 88.05 | 11,557,586 | 11.95 |
| Arrangement Resolution(3) | 72,935,120 | 86.45 | 11,435,872 | 13.55 |
Notes:
(1) More than 662/3% of votes cast by shareholders of Painted Pony present in person or represented by proxy at the Meeting, voted in favour of the Arrangement Resolution, as required by the interim order of the Court of Queen’s Bench of Alberta (the “Court“).
(2) More than 662/3% of votes cast by shareholders and optionholders of Painted Pony, voting together as a single class, present in person or represented by proxy at the Meeting, voted in favour of the Arrangement Resolution, as required by the interim order of the Court.
(3) More than 50 per cent of votes cast by shareholders of Painted Pony present in person or represented by proxy at the Meeting, excluding those shareholders whose votes are required to be excluded pursuant to Section 8.1(2) of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions, voted in favour of the Arrangement Resolution, as required by the interim order of the Court.
Detailed voting results for the Meeting are available under Painted Pony’s profile on SEDAR at www.sedar.com. The Arrangement is still subject to other conditions to closing, including final approval of the Arrangement by the Court.
Additional information regarding the Arrangement is provided in the management information circular of Painted Pony dated August 31, 2020, which is available on the SEDAR website at www.sedar.com under Painted Pony’s profile. Assuming the timely receipt of Court approval, the transaction is expected to close on or about October 6, 2020.