HOUSTON, TEXAS and CALGARY, ALBERTA -- (Marketwired) -- 06/26/13 -- Cub Energy Inc. (TSX VENTURE: KUB) ("Cub") and Anatolia Energy Corp. (TSX VENTURE: AEE) ("Anatolia") are pleased to announce that they have completed their previously announced business combination whereby Cub acquired all of the issued and outstanding common shares of Anatolia ("Anatolia Shares") in exchange for common shares of Cub ("Cub Shares") pursuant to a plan of arrangement under the Business Corporations Act (Alberta) (the "Arrangement").
On Monday, June 24, 2013, the Arrangement was approved at a special shareholder meeting of Anatolia shareholders ("Anatolia Shareholders") by 98.64% of the votes cast by the Anatolia Shareholders and 98.48% of the votes cast by the Anatolia Shareholders, after excluding those required to be excluded by Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions. The Arrangement was also approved by the Court of Queen's Bench of Alberta on June 26, 2013.
Pursuant to the terms of the Arrangement, Anatolia Shareholders received 0.106 of a Cub Share for each Anatolia Share held (the "Exchange Ratio"), resulting in the issuance of approximately 13.9 million Cub Shares. As a result of the Arrangement, Anatolia became a wholly-owned subsidiary of Cub. Each of the former officers and directors of Anatolia has resigned and was replaced by a Cub nominee. Tim Marchant, the former Chairman of the board of Anatolia, was elected to the board of directors of Cub on May 29, 2013 and will continue in this capacity.
Pursuant to the terms of the Arrangement, outstanding Anatolia common share purchase warrants ("Anatolia Warrants") now represent the right to subscribe for such number of Cub Shares at such exercise as determined by the terms of the Anatolia Warrants and the Exchange Ratio. As a condition to the completion of the Arrangement, holders of all outstanding options to acquire Anatolia Shares entered into option termination agreements with Anatolia.
It is anticipated that the Anatolia Shares will be de-listed from the TSX Venture Exchange within three business days.
The combination of Cub and Anatolia is a strategic opportunity that is expected to benefit both sets of shareholders. The combined assets of Cub will consist of approximately 1,400,000 gross (760,000 net) acres in the Ukraine and Turkey. The acquisition of Anatolia and another recently completed acquisition in the Ukraine adds significant drilling prospects for both conventional and unconventional resources. Cub's producing Ukraine assets (current production net to Cub is approximately 1,600 boe/d) will now be underpinned by a larger portfolio of exploration opportunities and a potentially significant shale oil resource play.
The merger of Cub's and Anatolia's businesses is anticipated to provide operating efficiencies through the consolidation of certain operating and administrative functions. The merger of Anatolia and Cub provides Anatolia Shareholders with equity ownership in a larger entity with proven production and growth potential from a more diversified, resource-oriented asset base supported by the financial resources available to Cub to develop such asset base. The merger provides Anatolia Shareholders the opportunity to continue to participate in the future growth of Anatolia's portfolio of assets and opportunities, through the ownership of Cub Shares.
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