Strathcona Resources, Ltd. entered into a letter of intent to acquire Pipestone Energy Corp. (TSX:PIPE) from GMT Capital Corp. and others in a reverse merger transaction on June 26, 2023. Strathcona Resources, Ltd. entered into a definitive agreement to acquire Pipestone Energy Corp. (TSX:PIPE) from GMT Capital Corp. and others in a reverse merger transaction on July 31, 2023. Pursuant to the agreement, Strathcona will acquire all of the issued and outstanding common shares of Pipestone for 100% share consideration. The Agreement provides that Strathcona will acquire all of the issued and outstanding Pipestone Shares by way of the Arrangement, pursuant to which Pipestone Shareholders will receive, in exchange for each Pipestone Share held, 0.067967 of Strathcona Share. Following completion of the Arrangement, Pipestone Shareholders and Strathcona shareholders will hold approximately 9% and 91% of the outstanding AmalCo Shares, respectively. Upon closing of the Transaction, Strathcona will become a public reporting issuer in Canada. Pursuant to the Transaction, Strathcona and Pipestone will be amalgamated to form a new corporation, which will continue as "Strathcona Resources Ltd." Following completion of the transaction, existing Pipestone shareholders will receive approximately 9.05% of the pro forma equity in resulting issuer on a fully-diluted basis (approximately 8.87% basic). Existing Strathcona shareholders, comprised of Waterous Energy Fund (99.7%) and Strathcona employees (0.3%), will own the balance. The agreement provides for mutual non-completion fees of CAD 25 million in the event the transaction is not completed or is terminated by either party in certain circumstances. Resulting company will be led by Adam Waterous (Executive Chairman), Rob Morgan (President and Chief Executive Officer), Connor Waterous (Senior Vice President and Chief Financial Officer), and Strathcona?s experienced executive team.

The transaction is subject to approval from Pipestone shareholders, the approval of the Court of King's Bench of Alberta, the receipt of approval under the Competition Act (Canada), approval of the Toronto Stock Exchange with respect to the listing of resulting issuer shares, and other customary closing conditions. The board of directors of Pipestone have approved the transaction. On September 15, 2023, GMT Capital Corp. announced to oppose and vote against the proposed transaction. It is anticipated that the Arrangement will be completed on or about October 2, 2023. As of September 27, 2023, shareholders of Pipestone Energy voted to approve the arrangement. The Arrangement is expected to close on October 3, 2023, subject to the receipt of a final order from the Court of King's Bench of Alberta with respect to the Arrangement and the satisfaction or waiver of customary closing conditions. As of September 28, 2023, Court of King's Bench of Alberta approved the transaction.

BMO Capital Markets is acting as exclusive financial advisor to the Special Committee of Pipestone. Raymond James Ltd. provided a fairness opinion to the Pipestone Board of Directors. Alyson Goldman, McCarthy Tétrault LLP is acting as Pipestone?s legal advisor for the Transaction. CIBC Capital Markets, Scotiabank and Mizuho Securities USA are acting as financial advisors to Strathcona in connection with the Transaction. Blake, Cassels & Graydon LLP is serving as legal advisor to Strathcona in connection with the Transaction, and Stikeman Elliott LLP is serving as legal advisor to Waterous Energy Fund in connection with the transaction. Computershare Investor Services Inc. and Odyssey Trust Company are acting as transfer agents and Odyssey Trust Company is also acting as depository bank to Pipestone. Kingsdale Advisors is acting as proxy solicitor to Pipestone. RBC Capital Markets Inc. acted as financial advisor to Strathcona Resources.

Strathcona Resources, Ltd. completed the acquisition of Pipestone Energy Corp. (TSX:PIPE) from GMT Capital Corp. and others in a reverse merger transaction on October 3, 2023. Strathcona common shares are expected to begin on or about Thursday, October 5, 2023 under the symbol SCR and Pipestone?s shares will be delisted.