Standard Exploration Ltd. and Canadian Energy Exploration Inc. announced they have entered into an arrangement agreement with respect to a combination of both companies. Under the terms of the Arrangement Agreement, Canadian Energy shareholders will receive one common share in the capital of Standard for every 7.15 common shares of Canadian Energy held. The Transaction will be undertaken by means of a plan of arrangement under the Business Corporations Act (Alberta). Standard will issue approximately 18.9 million Standard Shares to Canadian Energy shareholders. The Arrangement Agreement contemplates that Canadian Energy will hold a meeting of its shareholders on or prior to October 19, 2012 to permit shareholders to vote on the Arrangement.
The board of directors of Canadian Energy unanimously supports the Transaction, has determined that the Transaction is in the best interest of Canadian Energy and recommends that the shareholders of Canadian Energy vote in favour of the Transaction. All of the senior officers and directors of Canadian Energy, who collectively hold approximately 1.1% of the issued and outstanding common shares of Canadian Energy, have agreed to vote their shares in favour of the Transaction at the Canadian Energy Meeting.
After completion of the Transaction, Standard expects to have a total of approximately 82.3 million shares outstanding.