TUSK Energy Corporation
TSX : TSK

TUSK Energy Corporation

April 01, 2009 19:00 ET

TUSK Energy Corporation Receives Shareholder and Court Approval- Plan of Arrangement

CALGARY, ALBERTA--(Marketwire - April 1, 2009) - TUSK Energy Corporation ("TUSK") (TSX:TSK) is pleased to announce today that the Court of Queen's Bench of Alberta has approved the plan of arrangement (the "Arrangement") involving TUSK, its shareholders and Polar Star Canadian Oil and Gas, Inc. ("Polar Star"), a venture indirectly owned by the Teachers Insurance and Annuity Association of America ("TIAA"). The special resolution was approved at a special meeting of shareholders on March 31, 2009 by approximately 99% of the votes cast by holders of common shares. The special resolution was also approved by approximately 99% of the votes cast, excluding votes cast in respect of shares that are held by certain interested parties as required by Canadian securities laws.

As previously announced on February 10, 2009, the Arrangement involves the acquisition of all of TUSK's outstanding common shares for cash consideration of CDN$2.15 per common share.

Completion of the Arrangement remains subject to a number of conditions including regulatory approval pursuant to the Investment Canada Act. The exact timing of implementation of the Arrangement is not currently known. Both TUSK and Polar Star expect the closing to occur in early to mid-April 2009.

Forward-Looking Information

Information as to the completion of the acquisition of all of the outstanding shares of TUSK by Polar Star is forward-looking information. This forward-looking information is based on certain material factors, assumptions and analyses made by TUSK in light of its experience, current conditions and expected future developments, as well as other factors it believes are appropriate in the circumstances. However, the completion of the acquisition is subject to known and unknown risks and uncertainties, some of which are outside TUSK's control and could cause the completion or timing of the acquisition to be different than expressed or implied in this press release, including those risks and uncertainties described in TUSK's continuous disclosure filings, including those referred to in TUSK's Information Circular dated February 27, 2009 related to the Arrangement and TUSK's Management's Discussion and Analysis for the most recently completed financial year end and in TUSK's most recent Annual Information Form, all of which may be found on SEDAR at www.sedar.com. If any of the above or other risks or uncertainties materialize, or if the material factors, assumptions and analyses applied by TUSK in anticipating the completion of the acquisition by Polar Star are incorrect, actual results may vary materially from those expected in the forward-looking information in this press release.

Consequently, all of the forward-looking information contained in this press release is qualified by these cautionary statements and there can be no assurance that the actual results or developments anticipated by TUSK expressed or implied by the forward-looking information in this press release will be realized or, even if substantially realized, that they will have the expected consequences to or effects on TUSK or its business operations. TUSK assumes no obligation, except as required by law, to update publicly any such forward-looking information, whether as a result of new information, future events or otherwise. Readers should not place undue reliance on forward-looking information.

TUSK Energy Corporation

TUSK is engaged in the acquisition, exploration, development and production of oil and natural gas reserves in the northwestern part of the Western Canadian Sedimentary Basin. TUSK is developing natural gas in the Conroy area of northeastern British Columbia and light oil and natural gas in the Peace River Arch area of northern Alberta. TUSK has 90,443,888 common shares outstanding.

TIAA

TIAA is a New York-based life insurance company; CREF is a companion organization to TIAA and a SEC-registered Investment Company. Together, TIAA-CREF (www.tiaa-cref.org) is a national financial services organization with $363 billion in combined assets under management (as of 12/31/08) and is the leading provider of retirement services in the academic, research, medical and cultural fields.

C44457

Contact Information

  • TUSK Energy Corporation
    John Rooney
    Chief Executive Officer
    (403) 264-8875
    Website: www.tusk-energy.com