/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY
CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW./
CALGARY, Feb. 27, 2012 /CNW/ - Bellamont Exploration Ltd. ("Bellamont")
(TSXV: BMX.A) is pleased to announce that it has obtained an Interim
Order of the Court of Queen's Bench of Alberta providing for, among
other things, the holding of a meeting of the shareholders of Bellamont
("Bellamont Shareholders") to approve the previously announced
arrangement under the Business Corporations Act (Alberta) (the "Arrangement") involving Bellamont, Storm Resources Ltd.
("Storm") and the Bellamont Shareholders.
A special meeting of the Bellamont Shareholders will be held in respect
of the Arrangement in the Plaza Room at the Metropolitan Conference
Centre at 333 - 4th Avenue S.W., Calgary, Alberta on Thursday, March 22, 2012 at 9:00 a.m.
(Calgary time). Bellamont is mailing the Information Circular and Proxy
Statement respecting the meeting to the Bellamont Shareholders which
will also be available for viewing electronically under Bellamont's
profile on SEDAR at www.sedar.com.
Pursuant to the Arrangement, the Bellamont Shareholders will transfer
each of their Bellamont Class A shares to Storm in exchange for, at the
election or deemed election of the holder and subject to pro-rationing,
either: (a) $0.56 cash, (b) 0.1445 of a common share of Storm, or (c) a
combination thereof, subject to an aggregate maximum cash consideration
of $20,000,000 being payable by Storm to holders electing to receive
Completion of the Arrangement is subject to certain conditions,
including the approval of the Bellamont Shareholders, the final
approval of the Court of Queen's Bench of Alberta and receipt of all
applicable regulatory approvals. If all necessary approvals are
obtained and the conditions to the completion of the Arrangement are
satisfied or waived, Bellamont anticipates that the Arrangement will
become effective on or about March 23, 2012.
FirstEnergy Capital Corp. has provided the Board of Directors of
Bellamont with a written opinion that, as at February 24, 2012, it is
of the opinion that the consideration to be received by Bellamont
Shareholders under the Arrangement is fair, from a financial point of
view, to the Bellamont Shareholders.
The members of the Board of Directors of Bellamont eligible to vote have
unanimously determined that the Arrangement is in the best interests of
Bellamont and is fair to the Bellamont Shareholders. The members of the
Board of Directors of Bellamont eligible to vote unanimously recommends
that the Bellamont Shareholders vote to approve the Arrangement at the
Certain statements included in this press release constitute
forward-looking statements under applicable securities legislation.
More particularly, this press release contains a statement concerning
the anticipated date for the completion of the Arrangement. This
completion date relies on certain assumptions that Bellamont believes
are reasonable at this time, including assumptions as to the timing of
receipt of the necessary shareholder approval, regulatory and court
approvals and the necessary conditions to the completion of the
Arrangement. This date may change for a number of reasons, including
the inability to secure necessary shareholder, regulatory or court
approvals in the time needed or the need for additional time to satisfy
the conditions of the Arrangement. The Arrangement may be completed
later than stated or not at all.
Such forward-looking statements are based on a number of assumptions
which may prove to be incorrect. Although Bellamont believes that the
expectations reflected in such forward-looking statements are
reasonable, undue reliance should not be placed on forward-looking
statements because Bellamont can give no assurance that such
expectations will prove to be correct. The forward-looking statements
contained in this press release are made as of the date hereof and
Bellamont undertakes no obligation to update publicly or revise any
forward-looking statement or information, whether as a result of new
information, future events or otherwise, unless so required by
applicable securities laws.
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 RELEASE.
SOURCE Bellamont Exploration Ltd.
For further information:
President & CEO
Bellamont Exploration Ltd.
Telephone: (403) 802-1355