Torquay Oil Corp.
TSX VENTURE : TOC.A
TSX VENTURE : TOC.B

Torquay Oil Corp.

December 21, 2012 18:10 ET

Torquay Completes Plan of Arrangement

CALGARY, ALBERTA--(Marketwire - Dec. 21, 2012) -

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Torquay Oil Corp. (TSX VENTURE:TOC.A)(TSX VENTURE:TOC.B) ("Torquay") is pleased to announce that it has completed the previously announced plan of arrangement with CanEra Energy Corp. (the "Purchaser"), whereby the Purchaser acquired all of the issued and outstanding Class A Shares and Class B Shares of Torquay for cash consideration of $0.16 per Class A Share and $1.60 per Class B Share for aggregate consideration of approximately $21 million, which includes the assumption by the Purchaser of Torquay's anticipated net debt of approximately $11.0 million (the "Arrangement"). The Arrangement received the approval of over 93% of the Class A Shares and Class B Shares voted at the meeting and the approval of the Alberta Court of Queen's Bench. The Class A Shares and the Class B Shares are expected to be delisted from the TSX Venture Exchange at the close of trading today.

FORWARD LOOKING STATEMENTS:

This news release contains forward-looking statements. More particularly, this news release contains statements concerning the timing of delisting of the Class A Shares and Class B Shares from the TSX Venture Exchange. Although Torquay believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because Torquay can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. The forward-looking statements contained in this press release are made as of the date hereof and Torquay undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

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

Contact Information

  • CanEra Energy Corp.
    J. Paul Charron
    President and Chief Executive Officer
    (403) 718-6282

    CanEra Energy Corp.
    800, 202 - 6th Avenue SW
    Calgary, Alberta T2P 2R9