Clearview announces receipt of final order and shareholder approval for sale transaction

CALGARY, AB, Oct. 16, 2025 /CNW/ – Clearview Resources Ltd. (“Clearview” or the “Company“) is pleased to announce that the Court of King’s Bench of Alberta has granted the final order in connection with its previously announced transaction (the “Transaction“) with a publicly traded oil and gas company (the “Purchaser“) and pursuant to which the Purchaser will acquire all of Clearview’s issued and outstanding common shares (the “Clearview Shares“) by way of a plan of arrangement under Section 193 of the Business Corporations Act (Alberta).

Clearview is also pleased to announce the voting results from its special meeting of holders (the “Shareholders“) of Clearview Shares held October 10, 2025 (the “Meeting“) in connection with the Transaction. The Transaction required (i) the approval of 66 2/3% of the votes cast by Shareholders present or represented by proxy and entitled to vote at the Meeting and (ii) the approval of a simple majority of the votes cast by Shareholders present or represented by proxy and entitled to vote at the Meeting, other than those persons required to be excluded from such vote for the purpose of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“Minority Shareholders“).

At the Meeting, holders of 9,450,925 Clearview Shares were present or represented by proxy, which represented 80.03% of the outstanding Clearview Shares. Of the votes cast at the Meeting, the resolution approving the Transaction was approved by (i) 97.88% of the votes cast by Shareholders, and (ii) 97.50% of the votes cast by Minority Shareholders.

Subject to the satisfaction or waiver of the conditions to implementing the Transaction as set out in the definitive arrangement agreement dated August 15, 2025 (see Clearview’s press release of August 18, 2025), the Transaction is anticipated to close on October 20, 2025.

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Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements and forward-looking information (collectively “forward-looking information”) within the meaning of applicable securities laws. Specifically, forward-looking information in this press release may include, but is not limited to: the closing date of the Transaction and the ability of the parties to satisfy the other conditions to, and to complete, the Transaction. Forward-looking information typically uses words such as “anticipate”, “believe”, “project”, “expect”, “goal”, “plan”, “intend” or similar words suggesting future outcomes, statements that actions, events or conditions “may”, “would”, “could” or “will” be taken or occur in the future, although not all forward-looking information contain these identifying words.

Readers are cautioned not to place undue reliance on forward-looking information as Clearview’s actual results may differ materially from those expressed or implied. Clearview disclaims any intent or obligation to update publicly any forward-looking information, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities law. Developing forward-looking information involves reliance on a number of assumptions and consideration of certain risks and uncertainties, some of which are specific to Clearview and others that apply to the oil & gas industry generally. Material factors or assumptions on which the forward-looking information in this press release is based include: the successful closing of the Transaction, including satisfying conditions to closing, within expected timelines. These and other risks are set out in more detail in Clearview’s Annual Information Form for the year ended December 31, 2024, available on SEDAR+ at www.sedarplus.ca.

SOURCE Clearview Resources Ltd.

 

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