Shelton Canada Corp.
TSX VENTURE : STO

Shelton Canada Corp.

November 05, 2009 19:29 ET

Shelton Canada Corp.: Special and Annual Meeting to Be Held in Connection With Plan of Arrangement

CALGARY, ALBERTA--(Marketwire - Nov. 5, 2009) - Shelton Canada Corp. ("Shelton") (TSX VENTURE:STO), a public company listed on the TSX Venture Exchange (TSX-V) in Canada (STO) and Petrosibir AB ("Petrosibir"), a Swedish public company listed on the Nordic Growth Market in Stockholm, Sweden (PETS) announce that further to the announcements concerning the intended business combination, on Friday, October 23, 2009, an application was successfully made before Justice Allan Wachowich of the Court of Queen's Bench of Alberta (the "Court") for approval of an Interim Order for Shelton to proceed, pursuant to section 193 of the Business Corporations Act (Alberta) ("ABCA"), to convene an annual and special meeting of the holders of Shelton's issued and outstanding shares in connection with, among other things, a proposed plan of arrangement involving Petrosibir, Petrosibir Canada Inc. ("PCI"), Shelton and the holders of Shelton's shares.

Summary of Court Order

The Court granted an Interim Order on October 23, 2009 (the "Court Order") approving a proposed plan of arrangement (the "Arrangement") pursuant to section 193 of the ABCA. The Arrangement is described in an arrangement agreement (the "Arrangement Agreement") between Shelton, PCI and Petrosibir and dated as of July 15, 2009, as amended by Amending Agreement dated as of October 17, 2009. The Arrangement Agreement is attached to Shelton's management Information Circular which will be sent to Shelton Shareholders in connection with the special and annual meeting ("Information Circular").

Notice of Meeting

Under the Court Order granted on October 23, 2009, the only persons entitled to notice of the Meeting (the "Notice") shall be the registered shareholders of Shelton, as applicable, as they may appear on the records of Shelton as at the close of business on the record date for the Meeting, the directors, the auditors of Shelton and the Executive Director. The Notice, including the Information Circular among other documents, will be mailed or delivered at least 21 days prior to the day of the Meeting (exclusive of the day of mailing or delivery but inclusive of the day of the Meeting).

Originally Shelton and Petrosibir announced that they hoped to have the special and annual meeting on or about November 6, 2009. Due to delays encountered in finalization of reports and obtaining input from sources of information including professional service advisors in connection with preparation of the Information Circular it has been necessary to postpone the meeting. It is expected that the meeting will now be held on or before December 15, 2009.

About Shelton Canada Corp.:

Shelton Canada Corp. (www.sheltoncdn.com), a Canadian-based junior oil and gas company, is focused on exploring and developing the resource-rich basins of Ukraine. The company has an internationally experience board of directors and a long history of successful operations in Ukraine. These competitive advantages have helped Shelton to build effective personal relationships, strategic regional partnerships, and a large land position and a portfolio of projects on and offshore. Shelton's long-term goals are to become the leader in oil and gas production from the resource-rich Azov and Black Sea basins in five years.

About Petrosibir AB:

Petrosibir AB is a Swedish company focused on oil and gas exploration. The company holds three exploration licenses in the Russian republic of Bashkiria, located southwest of the Ural Mountains. The license blocks, which border one another, are 52 square km (Rustamovskoye) and 187 square km (Aysky), 300 square km (Suyanovske), and are surrounded by other producing oil fields. Petrosibir has found oil in its first and second well and measured commercial flow rates. The Petrosibir share is traded on the NGM stock exchange under the symbol PETS. In July 2009 Petrosibir announced that it had entered into a plan of arrangement agreement with Shelton Canada Corp, a Canadian company that has oil and gas assets in Ukraine and is listed on the TSX Venture Exchange.

Forward-Looking Information

Except for statements of historical fact relating to the company, this news release may contain certain "forward-looking information" within the meaning of applicable securities law including opinions, assumptions, estimates and management's assessment of future plans and operations, budgeted capital expenditures and funding thereof. Forward-looking information in this news release is characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate", and other similar words, or statements that certain events or conditions "may" "will" or "could" occur. There are uncertainties inherent in forward-looking information, including factors beyond Shelton's control, and no assurance can be given that such events will occur on time or at all. BOEs may be misleading, particularly if used in isolation. A BOE conversion ratio of 6 Mcf: 1 bbl is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead.

Neither 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.

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