Drako Capital Corp.
TSX VENTURE : DKC

August 22, 2012 15:17 ET

Amarok Energy Inc.: Completion of the Amalgamation of Drako Capital Corp. and Trilateral Energy Ltd.

CALGARY, ALBERTA--(Marketwire - Aug. 22, 2012) - Amarok Energy Inc. (TSX VENTURE:DKC) ("Amarok" or the "Corporation") is pleased to announce that further to the previously announced proposed amalgamation (the "Amalgamation") of Drako Capital Corp. (TSX VENTURE:DKC) ("Drako") and Trilateral Energy Ltd. ("Trilateral"), as set out in Drako's press release dated July 11, 2012, Drako and Trilateral have amalgamated, with the ongoing company continuing to carry on business under the name "Amarok Energy Inc."

The Amalgamation, as disclosed in the joint management information circular of Drako and Trilateral dated July 24, 2012 (the "Information Circular"), was approved by [100%] of the shareholders of each of Drako and Trilateral who voted on the Amalgamation at respective special meetings of shareholders held earlier today. The Amalgamation was also approved by a majority of votes cast by shareholders present or represented by proxy at the special meeting of Drako shareholders, excluding the votes cast by interested parties pursuant to Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions and non-arm's length parties pursuant to TSX Venture Exchange (the "Exchange") Policy 5.3 - Acquisition and Disposition of Non Cash Assets. The shareholders of both Drako and Trilateral additionally approved the proposed stock option plan for Amarok, as discussed in the Information Circular.

The Amalgamation resulted in former shareholders of Drako receiving 0.60 of a common share of Amalco ("Amalco Share") for each one common share of Drako held by them and former shareholders of Trilateral receiving 0.40 of a common share of Amalco for each one Class "A" common voting share held by them. Each outstanding stock option and agent's option of Drako and outstanding stock option, share purchase warrant and finders warrant of Trilateral which was not expired, or exercised or cancelled as at the date of the Amalgamation, has been converted into a corresponding security in Amalco subject to the terms of the amalgamation agreement between Drako and Trilateral. Details regarding these or other terms of the Amalgamation are set out in the Information Circular which is available on SEDAR at www.sedar.com.

The issued and outstanding share capital of Amarok is currently comprised of 21,449,609 common shares. A letter of transmittal was previously mailed to former Drako and Trilateral shareholders providing instructions as to how such shareholders should submit their Drako Shares and/or Trilateral Shares to be exchanged for certificates representing the common shares of Amarok to which they are entitled pursuant to the Amalgamation. Amarok encourages all former shareholders that have not yet done so to submit the letter of transmittal pursuant to the instructions contained therein along with their old share certificates to receive their Amarok share certificates.

Pursuant to the terms of the Amalgamation, the officers and directors of Amarok are as follows:

Dale Swanson - President and Chief Executive Officer
Murray Hinz - Vice President, Finance and Chief Financial Officer
William C. Guinan - Corporate Secretary and Director
Robert J. Dales - Director
Robin C. Day - Director
Tim de Freitas - Director
Danny Geremia - Director
Massimo M. Geremia - Director

The common shares of Amarok are halted pending receipt of satisfactory documentation by the Exchange. On receipt of such documentation and issuance of a final listing bulletin by the Exchange, the common shares of Amarok are expected to commence trading under the symbol "AMR".

A further press release is expected to be issued by Amarok in connection with the commencement of trading.

Amarok is a Calgary, Alberta based corporation engaged in the exploration, development and production of petroleum and natural gas assets in Alberta and other properties and interests in both Western Canada and internationally.

Advisory Regarding Forward-Looking Information

Certain statements contained in this release constitute forward-looking information. These statements relate to future events or Amarok's future performance. The use of any of the words "could", "expect", "believe", "will", "projected", "estimated" and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on Amarok's current belief or assumptions as to the outcome and timing of such future events. Actual future results may differ materially. In particular, the Corporation's stated expectation as to the issuance by the Exchange of a final bulletin is a statement containing forward-looking information. Actual results and developments may differ materially from those contemplated by this forward-looking information. Amarok disclaims any intention or obligation to publicly update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as may be expressly required by applicable securities laws.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contact Information

  • Amarok Energy Inc.
    Dale Swanson
    President and Chief Executive Officer
    (403) 679-9170