Sure Energy Inc. completes plan of arrangement with Tamarack Valley Energy Ltd.

Date Closed: 10/09/2013

Value: C$50.3 million

On October 9, 2013, Sure Energy Inc. (Sure Energy) completed a plan of arrangement (the Arrangement) with Tamarack Valley Energy Ltd. (Tamarack), pursuant to which Tamarack acquired all of the outstanding common shares of Sure Energy (Sure Energy Shares). In connection with the Arrangement, on September 5, 2013, Sure Energy completed a bought deal private placement offering of 96,200,000 subscription receipts at a price of $0.26 per subscription receipt, for aggregate gross proceeds of $25,012,000. 

Pursuant to the Arrangement, the subscription receipts were converted into Sure Energy Shares immediately prior to the amalgamation of Sure Energy with a wholly owned subsidiary of Tamarack. The former holders of Sure Energy Shares, including those who received Sure Energy Shares upon the conversion of the subscription receipts, received 0.105 of a common share of Tamarack (Tamarack Shares) for each Sure Energy Share held, for an aggregate of approximately 16,461,966 Tamarack Shares being issued to former holders of Sure Energy Shares.

The Arrangement was completed pursuant to a statutory plan of arrangement under section 193 of the Business Corporations Act (Alberta) and was approved at a meeting of the shareholders of Sure Energy and by the Court of Queen's Bench of Alberta on October 9, 2013. The total transaction was valued at approximately $75 million.

Borden Ladner Gervais LLP represented Sure Energy with a team that included Daniel Kolibar, Melissa Smith, Jonathan Poirier, Robyn Bourgeois, Scott Cedergren, Peter Newman (corporate and securities) and David Madsen (litigation).