Ember Resources Inc.
TSX : EBR

Ember Resources Inc.

June 30, 2008 08:25 ET

Ember Resources Inc. Announces Offer to Cordero to Execute Arrangement Agreement

CALGARY, ALBERTA--(Marketwire - June 30, 2008) - Ember Resources Inc. (TSX:EBR) ("Ember") announces that it has provided Cordero Energy Inc. (TSX) ("Cordero") with a written offer to execute a definitive arrangement agreement (the "Arrangement Agreement"). The Arrangement Agreement would give effect to Ember's previously announced proposal to acquire all of the common shares of Cordero ("Cordero Shares") by a plan of arrangement under the Business Corporations Act (Alberta) (the "Arrangement"). Under the Arrangement, Ember would acquire all of the Cordero Shares for consideration of $5.50 per Cordero Share, payable, at the election of each Cordero shareholder, in cash or 2.683 common shares of Ember ("Ember Shares"), with a maximum aggregate of $70 million in cash, and a minimum of $55 million, being paid.

Ember's offer to Cordero to execute the Arrangement Agreement remains open for acceptance by Cordero until 1:00 p.m. (Calgary time) on July 3, 2007.

Ember has received commitment letters from shareholders representing an aggregate of 9.8 million Cordero Shares, or approximately 26.4% of the outstanding Cordero Shares, pursuant to which such holders have agreed, subject to certain terms and conditions or to the receipt of a superior offer, to support Ember's offer to acquire the Cordero Shares.

Ember Resources Inc. is a resource company specializing in coal bed methane (CBM) with extensive land and resource holdings in Alberta, Canada. Ember's shares are traded on the Toronto Stock Exchange under the trading symbol "EBR".

Reader Advisory

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities of Ember within the United States. The securities of Ember have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or any state securities laws. Accordingly, the shares may not be offered or sold in the United States or to U.S. persons (as such terms are defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws or an exemption from such registration is available.

Contact Information

  • Ember Resources Inc.
    Mr. Douglas A. Dafoe
    Chairman & CEO
    (403) 270-0803
    (403) 270-2850 (FAX)
    or
    Ember Resources Inc.
    Mr. Terry S. Meek
    President & COO
    (403) 270-0803
    (403) 270-2850 (FAX)