Anterra Corporation
TSX VENTURE : ATR

Anterra Corporation
Anterra Energy Inc.

Anterra Energy Inc.

May 02, 2007 20:09 ET

Anterra Announces Closing of Amalgamation with Resolve

CALGARY, ALBERTA--(CCNMatthews - May 2, 2007) - Anterra Energy Inc. is pleased to announce that on May 1, 2007, Anterra Corporation (TSX VENTURE:ATR) completed its previously announced amalgamation with Resolve Energy Inc. ("Resolve") to form Anterra Energy Inc. ("Anterra Energy").

The Amalgamation

Pursuant to the Amalgamation, the Class A Shares and Class B Shares of Resolve have been exchanged on a one-for-one basis for Class A Shares and Class B Shares of Anterra Energy. The common shares of Anterra Corporation have been exchanged on the basis of 0.5714285 of a Class A Share of Anterra Energy and 0.0132 of a Class B Share of Anterra Energy for each common share of Anterra Corporation.

Following the amalgamation, Anterra Energy has approximately 22,834,475 Class A Shares (TSXV symbol AE.A), 753,014 Class B Shares (TSXV symbol AE.B) shares issued and outstanding as well as warrants convertible into 1,472,933 Class A Shares and 13,886 Class B Shares.

The amalgamation and all related matters have received conditional acceptance from the TSX Venture Exchange and were approved by shareholders of each of Resolve and Anterra Corporation at their respective special meetings of shareholders which were held on April 26, 2007.

Conversion of Anterra Corporation Shares and Resolve Shares to Anterra Energy Shares

When the TSX Venture Exchange has issued its final bulletin approving the transaction, the shares of Anterra Energy will commence trading, which is anticipated to be on or about May 7, 2007 following which the shares of Anterra Corporation will be de-listed. Shareholders may exchange their share certificates representing securities of Anterra Corporation or Resolve for share certificates representing Class A Shares and Class B Shares of Anterra Energy by completing a letter of transmittal and returning it to Olympia Trust Company, the transfer agent of Anterra, along with their share certificates.

Appointment of Directors and Officers

The following persons will act as directors of Anterra Energy: Owen C. Pinnell, James H. Coleman, Ross O. Drysdale, Jacob T. Halldorson, John McGilvary and John K. Read. The directors of Anterra Energy have appointed the following officers: Owen C. Pinnell, Chairman and Chief Executive Officer, Bob McCuaig, Executive Vice President Operations, Doug Wine, Vice President Exploration, Gordon Marsden, Vice President Engineering and Production, Giles Parker, Vice President Finance and Chief Financial Officer, Alastair Robertson, Corporate Secretary and Treasurer and Marlene Stewart, Assistant Corporate Secretary.

About Anterra Energy

Anterra Energy is a newly formed emerging energy company with a focus on the exploration and exploitation of oil and gas reserves and the development of associated fee-based projects in western Canada. Anterra Energy is a public Canadian company listed on the TSX Venture Exchange. More information about Anterra is available on the internet at www.anterra.org.

22,834,475 Class A Shares

753,014 Class B Shares

READER ADVISORY

This news release contains certain forward-looking statements, including management's assessment of future plans and operations, and capital expenditures and the timing thereof, that involve substantial known and unknown risks and uncertainties, certain of which are beyond the Company's control. Such risks and uncertainties include, without limitation, risks associated with oil and gas exploration, development, exploitation, production, marketing and transportation, loss of markets, volatility of commodity prices, currency fluctuations, imprecision of reserve estimates, environmental risks, competition from other producers, inability to retain drilling rigs and other services, delays resulting from or inability to obtain required regulatory approvals and ability to access sufficient capital from internal and external sources, the impact of general economic conditions in Canada, the United States and overseas, industry conditions, changes in laws and regulations (including the adoption of new environmental laws and regulations) and changes in how they are interpreted and enforced, increased competition, the lack of availability of qualified personnel or management, fluctuations in foreign exchange or interest rates, stock market volatility and market valuations of companies with respect to announced transactions and the final valuations thereof, and obtaining required approvals of regulatory authorities. The Company's actual results, performance or achievements could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurances can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what benefits, including the amount of proceeds, that the Company will derive therefrom. Readers are cautioned that the foregoing list of factors is not exhaustive. All subsequent forward-looking statements, whether written or oral, attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. Furthermore, 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.

The term BOE or BOEs may be misleading, particularly if used in isolation. A BOE (barrel of oil equivalent) conversion rate of 6 Mcf per one (1) BOE is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead.

The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved of the contents of this news release. The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

Contact Information

  • Anterra Energy Inc.
    Owen C. Pinnell
    Chairman and CEO
    (403) 215-2427
    (403) 261-6601 (FAX)
    Email: Pinnello@i3capital.com
    or
    Anterra Energy Inc.
    Giles Parker
    Vice-President Finance and CFO
    (403) 215-2427
    (403) 261-6601 (FAX)
    Email: gparker@anterra.org
    or
    Anterra Energy Inc.
    1420, 1122 - 4th Street SW
    Calgary, Alberta T2R 1M1