IPC and BlackPearl receive securityholder approval for strategic business combination
December 7, 2018
International Petroleum Corp. (“IPC”) (TSX, Nasdaq Stockholm: IPCO) and BlackPearl Resources Inc. (“BlackPearl”) (TSX: PXX, Nasdaq Stockholm: PXXS) are pleased to announce that earlier today the securityholders of IPC and BlackPearl approved the previously announced strategic business combination of IPC and BlackPearl by way of a plan of arrangement (the “Arrangement”) under the Canada Business Corporations Act. Pursuant to the Arrangement, IPC will acquire all of the issued and outstanding common shares of BlackPearl (“BlackPearl Shares”) and holders of BlackPearl Shares (“BlackPearl Shareholders”) will receive 0.22 of a common share of IPC (each, an “IPC Share”) for each BlackPearl Share held.
BlackPearl expects to apply for a final order of the Court of Queen’s Bench of Alberta approving the Arrangement on December 13, 2018. Closing of the Arrangement is expected to occur on December 14, 2018.
At the special meeting (the “BlackPearl Meeting“) of BlackPearl Shareholders and holders of options to acquire BlackPearl Shares (together with the BlackPearl Shareholders, the “BlackPearl Securityholders“) held today, the BlackPearl Securityholders approved the Arrangement.
The Arrangement was approved by 97% of the votes cast by BlackPearl Securityholders and 99.6% of the votes cast by BlackPearl Shareholders present in person or represented by proxy at the BlackPearl Meeting, and by 99.5% of the votes cast by BlackPearl Shareholders present in person or represented by proxy at the BlackPearl Meeting after excluding the votes cast by those persons whose votes are required to be excluded under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions.
At the special meeting (the “IPC Meeting“) of holders of IPC Shares (“IPC Shareholders“) held today, the IPC Shareholders approved the issuance of IPC Shares to the BlackPearl Shareholders pursuant to the Arrangement (the “IPC Share Issuance Resolution“).
The IPC Share Issuance Resolution was approved by approximately 78% of the votes cast by IPC Shareholders present in person or represented by proxy at the IPC Meeting after excluding the votes cast by those IPC Shareholders whose votes are required to be excluded pursuant to Section 611(b) of the TSX Company Manual.