|By Marketwired .||
|March 5, 2014 07:12 PM EST||
CALGARY, ALBERTA -- (Marketwired) -- 03/05/14 -- Wrangler West Energy Corp. (TSX VENTURE: WX) ("Wrangler" or the "Company") announces the completion of its previously announced acquisition by Trident Exploration Corp. ("Trident") through the amalgamation of 981443 Alberta Ltd. ("981443"), a wholly-owned subsidiary of Trident, with Wrangler under the Business Corporations Act (Alberta) (the "Amalgamation") to form Trident Exploration (WX) Corp. ("Amalco").
As a result of the Amalgamation, and in accordance with the amalgamation agreement dated January 20, 2014 among Wrangler, Trident and 981443, each common share of Wrangler previously held by Wrangler shareholders (other than dissenting shareholders) was converted into one redeemable preferred share of Amalco and redeemed by Amalco. Pursuant to the redemption, former shareholders of Wrangler are entitled to cash proceeds of $0.2552 per redeemable preferred share, without interest.
Full particulars of the Amalgamation and subsequent redemption of the redeemable preferred shares of Amalco are described in the management information circular mailed to shareholders of Wrangler dated February 3, 2014 (the "Circular"), a copy of which is available on the SEDAR website at www.sedar.com. The Circular and letter of transmittal available on the SEDAR website contain instructions for shareholders to receive the consideration payable to them in connection with the Amalgamation and redemption.
Holders should consult their own tax advisors with respect to the income tax consequences to them of the above noted transactions.
The common shares of Wrangler are expected to be delisted from and no longer traded on the TSX Venture Exchange as soon as possible, in accordance with the rules and policies of the TSX Venture Exchange.
Wrangler will also apply to cease to be a reporting issuer under applicable Canadian securities laws, subject to the satisfaction of applicable regulatory requirements.
Forward-Looking Statements: This press release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "objective", "ongoing", "may", "will", "project", "should", "believe", "plans", "intends" and similar expressions are intended to identify forward-looking statements or information. More particularly and without limitation, this press release contains forward-looking statements and information concerning the anticipated timing for de-listing the common shares of Wrangler from the TSX Venture Exchange and submission of an application for Wrangler to cease to be a reporting issuer.
Wrangler has provided such forward-looking statements and information in reliance on certain assumptions that it believes are reasonable at this time, including assumptions as to the ability of Wrangler to fulfil all conditions necessary to de-list and to cease to be a reporting issuer. The dates reflected in the forward-looking statements and information may change for a number of reasons, including the need for additional time to satisfy the conditions to de-list and cease to be a reporting issuer. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release concerning these times.
Although Wrangler believes that the expectations reflected in such forward-looking statements and information are reasonable, it can give no assurance that such expectations will prove to be correct. Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to failure to obtain necessary approvals or otherwise fulfill all conditions necessary to de-list and cease to be a reporting issuer and legislative or regulatory changes. Readers are cautioned that the foregoing list of factors is not exhaustive.
The forward-looking statements and information contained in this news release are made as of the date hereof for the purpose of providing the readers with Wrangler's expectations in respect of the de-listing of Wrangler's common shares and Wrangler ceasing to be a reporting issuer. The forward-looking statements and information may not be appropriate for other purposes. Wrangler undertakes no obligation to update publicly or revise any forward-looking statements 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 news release.
Wrangler West Energy Corp.
President & Chief Executive Officer
Wrangler West Energy Corp.
Chief Financial Officer