Anderson Energy Inc.

Anderson Energy Inc.

January 07, 2016 17:17 ET

Anderson Energy Postpones Special Meeting of Its Debentureholders to January 18, 2016

CALGARY, ALBERTA--(Marketwired - Jan. 7, 2016) - Anderson Energy Inc. ("Anderson" or the "Company") (TSX:AXL) announces that the special meeting of the holders of 7.50% Series A convertible unsecured subordinated debentures due January 31, 2016 (the "Series A Debentures") and holders of 7.25% Series B convertible unsecured subordinated debentures due June 30, 2017 (the "Series B Debentures", and together with the Series A Debentures, the "Debentures") scheduled for January 11, 2016 has been postponed to January 18, 2016. The special meeting has been called to consider an extraordinary resolution pursuant to which all of the Debentures will be settled and all claims of the Debentureholders thereunder will be extinguished in exchange for common shares ("Common Shares") in the capital of Anderson and the payment of certain interest amounts in cash (the "Exchange Transaction"). The special meeting will now be held at 10:00 a.m. (MST) on January 18, 2016, at the Westwinds Conference Room, 2nd Floor Selkirk House, 555 4th Avenue S.W., Calgary, Alberta, Canada.

The postponement of the special meeting will allow additional time for all Debentureholders to participate in the votes on the Exchange Transaction and deposit proxies or make changes to any previously deposited proxies in advance of the special meeting.

Under the terms of the Exchange Transaction, $50.0 million of Series A Debentures and $46.0 million of Series B Debentures will be extinguished in exchange for approximately 2.659 billion Common Shares issued from treasury on or before January 31, 2016 (the "Effective Date"). On the Effective Date, the Company will pay $1.875 million in cash to the holders of the Series A Debentures which represents the interest that would have otherwise accrued on the Series A Debentures up to January 31, 2016, and $1.667 million in cash to the holders of the Series B Debentures which represents the interest that would have otherwise accrued on the Series B Debentures up to the first possible date the Series B Debentures could be redeemed, being June 30, 2016. Following the completion of the Exchange Transaction, Anderson will have no debt, and will have approximately 2.832 billion outstanding Common Shares. Debentureholders should review the information circular of Anderson dated December 7, 2015 for further information regarding the Exchange Transaction.

Anderson's board of directors has unanimously endorsed the Exchange Transaction and is recommending that Debentureholders vote for the Exchange Transaction.

Debentureholders who have not voted or wish to change their vote may do so by following the instructions set forth on the voting instruction form provided to them. In order to revoke a previously delivered proxy, Debentureholders should carefully follow any revocation instructions set forth on the voting instruction form provided to them by their intermediary or agent.

As a result of the postponement, proxies in respect of the special meeting must now be received by Computershare Trust Company of Canada no later than 10:00 a.m. (MST) on January 14, 2016.


Certain statements in this news release including, without limitation, the impact of the Exchange Transaction on Anderson and its capital structure and financial position; Anderson's common share interests assuming the completion of the Exchange Transaction; Anderson's ability to close the Exchange Transaction, including the satisfaction of closing conditions; and anticipated dates of closing of the Exchange Transaction may constitute "forward-looking information" within the meaning of applicable securities laws and necessarily involve risks and assumptions made by management of the Company including, without limitation, risks associated with oil and gas exploration, development, exploitation, production, marketing and transportation; ability of Anderson's common shares to remain listed on the TSX; the receipt, in a timely manner, of regulatory approval in respect of the Exchange Transaction; and other factors, many of which are beyond the Company's control. The impact of any one risk, uncertainty or factor on a particular forward-looking statement is not determinable with certainty as the factors are interdependent, and management's future course of action would depend on its assessment of all information at the time. As a consequence, actual results may differ materially from those anticipated in the forward-looking statements and readers should not place undue reliance on the assumptions and forward-looking statements. Readers are cautioned that the foregoing list of factors is not exhaustive. Additional information on these and other factors that could affect Anderson's operations and financial results are included in reports on file with Canadian securities regulatory authorities and may be accessed through the SEDAR website ( or at Anderson's website (

The forward-looking statements contained in this news release are made as at the date of this news release and the Company does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.

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