- To ensure their votes are counted at the Special Meeting of Shareholders, Shareholders must submit their proxies by
10:00 am (Calgary Time) thisMonday, September 25, 2023 . Shareholders are encouraged to vote FOR the Arrangement withStrathcona . - Combining with
Strathcona is superior to the status quo, providing Pipestone Shareholders with the ability to participate in the upside of a much larger, more diversified producer that is expected to benefit from scale, longer-life and better-positioned reserves, improved access to capital and a potential positive re-rating by markets - Have questions or need help voting?
Call Kingsdale Advisors on 1-888-659-1824 (toll free inNorth America ), email contactus@kingsdaleadvisors.com, or visit www.pipestonestrathcona.com
To ensure their votes are counted at the special meeting of Shareholders (the "Meeting") being held to approve the Arrangement, Shareholders must submit their proxies by 10:00 a.m. (Calgary Time) on Monday, September 25, 2023. The Meeting is scheduled for 10:00 a.m. (Calgary Time) on Wednesday, September 27, 2023.
The Arrangement is expected to enable Shareholders to fully participate in the upside of
- a much larger and more diversified producer with 185,000 boe/d average daily production;
- a well-positioned reserves base and much longer reserves life at over 38 years;
- better access to, and lower cost of, capital;
- an extended tax shelter (by over two years); and
- a potential positive re-rating by markets.
The independent committee (the “Special Committee”) of the board of directors of Pipestone (the “Board”) and the Board have determined that the Arrangement is in the best interests of Pipestone and the Shareholders. The determinations of the Special Committee and the Board came after a rigorous 18-month strategic review process that began in early 2022 and evaluated over 75 potential counterparties. The Arrangement is also fully supported by management of Pipestone and
Leading proxy advisory firms
“Upon review, the dissident arguments do not appear well supported and there is no clear indication as to whether a rejection of the deal would enhance shareholder value or lead to an enduring improvement in PIPE's share price. As such, ISS continues to recommend shareholders vote FOR the transaction.”
Click here to read Pipestone’s news release on ISS’s and Glass Lewis' recommendations dated
Copies of the Meeting Materials are also available at www.pipestonestrathcona.com and under Pipestone’s SEDAR+ profile at www.sedarplus.ca.
Pipestone thanks Shareholders for the strong support they have shown so far by voting FOR the Arrangement and encourages all Shareholders to vote FOR the Arrangement by
PIPESTONE SPECIAL SHAREHOLDER MEETING
Shareholders must take action to vote by proxy by
On
The sole purpose of the Meeting is for the Shareholders to consider and, if deemed advisable, approve the Arrangement. Further details regarding the Meeting are set forth in the Meeting Materials.
The Board has approved the Arrangement and recommends that Shareholders vote FOR the Arrangement.
HOW TO VOTE
Pipestone has retained
Email: contactus@kingsdaleadvisors.com
Visit: www.pipestonestrathcona.com
VOTE “FOR” NOW
Details on how to vote can also be found in the Circular under “Voting Information”. All Shareholders are encouraged to vote in advance of the Meeting by proxy, whether or not a Shareholder is intending to attend the Meeting in person (virtually).
Media Contact
(403) 512-5730
mcej@longviewcomms.ca
Pipestone Company Contact
(587) 392-8423
dustin.hoffman@pipestonecorp.com
Forward-Looking Information
This news release contains certain forward-looking statements and forward-looking information (collectively "forward-looking information") within the meaning of applicable securities laws, which are based on Pipestone's current internal expectations, estimates, projections, assumptions and beliefs. The use of any of the words "believe", "estimate", "anticipate", "expect", "plan", "predict", "outlook", "target", "project", "plan", "may", "could", "will", "shall", "should", "intend", "potential" and similar expressions are intended to identify forward-looking information. These statements are not guarantees of future performance, and involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information.
Forward-looking information in this news release includes, but is not limited to: statements regarding the anticipated benefit of the Arrangement, particularly that the Arrangement will offer certain advantages to the Shareholders; the expectation that the consideration payable to the Shareholders on completion of the Arrangement will enable the Shareholders to participate in the update of a much larger and more diversified producer that will benefit from scale; the expectation that the combined entity will have longer-lasting and better positioned reserves and better access to, and lower cost of, capital; the expectation that the combined entity will benefit from an extended tax shelter (by over two years) and a potential positive re-rating by markets and the expectation that following completion of the Arrangement, Shareholders will continue to participate in the upside of the combined company.
Pipestone believes the expectations reflected in the forward-looking information in this news release are reasonable, but no assurance can be given that these expectations will prove to be correct, and readers should not place undue reliance on such forward-looking information. The forward-looking information is not a guarantee of future performance and is subject to a number of known and unknown risks and uncertainties that could cause actual events or results to differ materially, including, but not limited to: the Arrangement may not be completed and may not obtain the required shareholder approval;
Production and Reserves Information
The reserves estimate in this press release is based on Pipestone's internal evaluation and were prepared by a member of Pipestone's management who is a qualified reserves evaluator in accordance with National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities. The growth potential of the pro forma entity is based on: (i) in respect of
Barrels of Oil Equivalent
This press release contains references to "boe" (barrels of oil equivalent). Pipestone has adopted the standard of six thousand cubic feet of gas to one barrel of oil (6 Mcf: 1 bbl) when converting natural gas to boes. Boe may be misleading, particularly if used in isolation. The foregoing conversion ratio is based on an energy equivalency conversion method primarily applicable at the burner tip and do not represent a value equivalency at the wellhead. Given that the value ratio based on the current price of oil as compared to natural gas is significantly different from the energy equivalent of 6:1, utilizing a conversion on a 6:1 basis may be misleading.
About
Pipestone is an oil and gas exploration and production company focused on developing its large contiguous and condensate rich
A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/6b4c13ee-aeaf-4834-a812-196880fac2a2
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