Seriatim Ventures Inc.

November 17, 2008 14:42 ET

Seriatim Ventures Enters Into Settlement Agreement and Updates Proposed Qualifying Transaction

CALGARY, ALBERTA--(Marketwire - Nov. 17, 2008) - Seriatim Ventures Inc. ("Seriatim" or the "Corporation") (TSX VENTURE:STV.P) announces that it has reached a settlement with Mountain Power Inc. ("MPI") and certain officers of MPI. Seriatim had previously filed a statement of claim against MPI and two of its senior officers in order to recover a $225,000 refundable advance that Seriatim had provided to MPI on May 21, 2008. In consideration for the payment of $245,000, inclusive of interest and costs, by MPI to Seriatim, the parties have agreed to mutually release each other in respect of the matter. The full amount of $245,000 was delivered to Seriatim's counsel on November 14, 2008.

Seriatim also wishes to provide an update on its previously announced proposed Qualifying Transaction with Forent Energy Ltd. ("Forent"), a private Alberta company actively engaged in onshore oil and gas exploration and development activities in Nova Scotia and Alberta. Seriatim and Forent have entered into an amalgamation agreement dated October 15, 2008 (the "Amalgamation Agreement"). The Amalgamation Agreement contemplates that a wholly-owned subsidiary of Seriatim and Forent will amalgamate (the "Amalgamation") and continue as a new corporation ("Amalco"). Rather than receiving shares of Amalco, the shareholders of Forent will instead receive 5.5 common shares of Seriatim for each issued and outstanding Forent common share owned. Seriatim will also issue replacement stock options and warrants for the existing Forent stock options and warrants based on the same exchange ratio (5.5 for 1) and the exercise or conversion prices shall be amended accordingly while all other terms (i.e. vesting provisions, expiry dates, etc.) of such convertible securities will remain identical to the terms originally granted by Forent. The Amalgamation Agreement also provides that, immediately after completion of the Amalgamation, Seriatim will consolidate all of the outstanding Seriatim securities on a 2.7 for 1 basis (the "Consolidation"), and that Seriatim will change its name to "Forent Energy Inc." (the "Name Change").

Completion of the Qualifying Transaction remains subject to a number of conditions precedent including, without limitation, the approval of the TSX Venture Exchange ("TSXV") and requisite shareholder approval. Seriatim has made its initial submission to the TSXV and will continue to work with the TSXV to obtain the TSXV approval. Seriatim, as sole shareholder of the Seriatim subsidiary, has approved the Amalgamation. On November 5, 2008, Seriatim held an annual and special meeting of its shareholders where the shareholders of Seriatim approved the following: (i) the re-election of the current directors of Seriatim; (ii) the re-appointment of MacKay LLP as the current auditors of Seriatim for the ensuing year; (iii) the appointment of PriceWaterhouse Coopers LLP as auditors of Seriatim effective upon completion of the Qualifying Transaction; (iv) the re-approval of the amended stock option plan of Seriatim; (v) the Consolidation; and (vi) the Name Change. Forent held a special meeting of its shareholders on November 10, 2008, at which time shareholders of Forent approved the Amalgamation.

Trading of the Seriatim shares will not resume until the TSXV has accepted Seriatim's request to exempt the sponsorship report requirement or Seriatim has engaged a sponsor to prepare such a report. Seriatim will issue a further new release as soon as further details are available regarding the resumption of trading.

As indicated above, completion of the transactions is subject to a number of conditions, including but not limited to, TSXV acceptance. There can be no assurance that the transactions will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the filing statement to be prepared in connection with the Qualifying Transaction, any information released or received with respect to the transactions may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

Except for statements of historical fact, this news release contains certain "forward-looking information" within the meaning of applicable securities law. Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking statements. There are uncertainties inherent in forward-looking information, including factors beyond Forent's and Seriatim's control, and no assurance can be given that the transactions will be completed on time, or at all. Seriatim undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change except as required by law. The reader is cautioned not to place undue reliance on forward-looking statements. Additional information identifying risks and uncertainties that could affect financial results is contained in Seriatim's filings with Canadian securities regulators, which filings are available at

The TSXV has not reviewed and does not accept responsibility for the adequacy or accuracy of this press release.

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