CALGARY, May 5 /CNW/ - Valeura Energy Inc. ("Valeura" or the "Corporation") (TSXV: VLE) announces that it will be mailing its Notice of Meeting
and Information Circular ("Information Circular") to shareholders early next week in respect of the annual and special
meeting of shareholders to be held at the Plaza Room of the
Metropolitan Conference Centre, 333-4th Avenue SW, Calgary, Alberta at
9:00 am (Calgary time) on June 15, 2011.
Ordinary matters to be considered at the annual meeting will consist of
receiving and considering the financial statements for the year ended
December 31, 2010, appointing the auditors and appointing directors.
Shareholders will also be asked to consider and approve a number of
special matters including the approval of the current stock option plan
and the current performance share unit plan, which is an annual
approval required by the policies of the TSXV for rolling incentive
plans. In addition, shareholders will be asked to approve
consolidating the issued and outstanding common shares of the
Corporation (the "Share Consolidation") on the basis of one post-consolidation common share for each ten
pre-consolidation common shares (a 10:1 basis) at the time deemed
appropriate by the directors of the Corporation.
Valeura is recommending that the shareholders approve the Share
Consolidation having regard to the large number of common shares
outstanding, particularly following the anticipated closing of the
previously announced TBNG-PTI asset acquisition in Turkey (US$61.5
million), which is expected by the end of June 2011. If the
transaction closes as contemplated and the subscription receipts
associated with the completed private placement ($86.25 million) to
fund the acquisition are exchanged at that time for common shares and
financial warrants, the number of common shares outstanding would grow
to approximately 464 million (635 million fully diluted). The
Corporation believes that Share Consolidation could improve access to
capital markets and institutional investors in the future. If the
shareholders approve the Share Consolidation, the directors of the
Corporation will determine the appropriate time to implement the Share
Consolidation. If approved by shareholders, the Share Consolidation
will also need to be approved by the TSXV.
The Corporation also announces that it has filed its Annual Information
Form ("AIF") for the year ended December 31, 2010 on SEDAR. The AIF provides
disclosure on the Corporation's business activities in Turkey and
The AIF can be accessed on SEDAR at www.sedar.com. Once the Information Circular has been mailed, it can also be
accessed on SEDAR at www.sedar.com.
ABOUT THE CORPORATION
Valeura is a Canada-based public company currently engaged in the
exploration, development and production of petroleum and natural gas in
Turkey and Western Canada.
This news release contains certain forward‐looking statements including,
but not limited to, the expected closing of the TBNG-PTI asset
acquisition in Turkey and the associated timing thereof and the
conversion of the Corporation's outstanding subscription receipts into
common shares and financial warrants of the Corporation.
Forward-looking information is based on management's current
expectations and assumptions regarding, among other things, execution
of mutually acceptable definitive agreements to complete the TBNG-PTI
asset acquisition in Turkey, satisfaction of or waiver of certain
closing conditions, including but not limited to, the waiver or
expiration of all rights of first refusal applicable to the TBNG-PTI
assets, and the receipt of all necessary approvals for the
acquisition. Although the Corporation believes the expectations and
assumptions reflected in such forward‐looking information are
reasonable, they may prove to be incorrect.
Forward‐looking information involves certain known and unknown risks and
uncertainties. A number of factors could cause actual results to
differ materially from those anticipated by the Corporation including
the uncertainty regarding government and other approvals and the risk
associated with international activity. The forward‐looking
information included in this news release is expressly qualified in its
entirety by this cautionary statement. The forward‐looking information
included herein is made as of the date hereof and Valeura assumes no
obligation to update or revise any forward‐looking information to
reflect new events or circumstances, except as required by law.
Additional information relating to Valeura is also available on SEDAR at
Neither the TSX Venture Exchange nor its Regulation Services Provider
(as that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this news
SOURCE Valeura Energy Inc.
For further information:
Jim McFarland, President and CEO
Valeura Energy Inc.
Steve Bjornson, CFO
Valeura Energy Inc.