Further to its previous announcement relating to Crew Energy Inc. (TSX:CR)
("Crew") entering into an agreement to acquire all of the outstanding shares of
Caltex Energy Inc. ("Caltex") pursuant to a plan of arrangement (the
"Arrangement"), Crew is pleased to announce that the requisite approvals of the
shareholders of Caltex and the Court of Queen's Bench of Alberta for the
Arrangement have been obtained. 


Subject to satisfaction of remaining conditions, the Arrangement is expected to
close on or about July 1, 2011. 


Crew also announces that the Information Circular and Proxy Statement of Crew
(the "Information Circular") with respect to the meeting of the shareholders of
Crew (the "Crew Shareholders") convened for the purposes of approving the
issuance of the common shares of Crew to Caltex shareholders pursuant to the
Arrangement has been mailed to Crew Shareholders. The special meeting (the
"Meeting") of Crew Shareholders is currently scheduled to be held on June 28,
2011 at 10:00 a.m. (Calgary time).


The Information Circular, which contains details in respect of the Arrangement,
Caltex, its operations and properties and matters to be considered at the
Meeting, is available without cost via the internet on the SEDAR website at
www.sedar.com and on Crew's corporate website at www.crewenergy.com.


In light of the recent announcement of postal disruption in Canada, the physical
delivery of the Information Circular and accompanying Instrument of Proxy or
Voting Instruction Form (collectively, the "Meeting Materials") to certain Crew
Shareholders may be delayed. Accordingly, any Crew Shareholders that do not
receive their Meeting Materials in a timely fashion are encouraged to access and
review electronic copies of the Meeting Materials, which are filed under Crew's
profile on SEDAR at www.sedar.com and on Crew's corporate website at
www.crewenergy.com. You may also request a hard copy of the Information Circular
by contacting Crew's offices at the number below. 


Crew Shareholders that do not receive their Meeting Materials in a timely
fashion are also advised that they may take the following steps in order to
ensure their vote is represented at the Meeting. 


The vast majority of Crew Shareholders do not hold their Crew Shares in their
own name but instead hold Crew Shares through a broker, financial institution,
trustee, nominee or other intermediary (referred to in this press release as
"Beneficial Shareholders"). Most brokers or other intermediaries delegate
responsibility for obtaining voting instructions from clients to Broadridge
Financial Solutions, Inc. ("Broadridge") and Broadridge provides Beneficial
Shareholders with a Voting Instruction Form ("VIF") which contains instructions
on how to vote by internet or telephone along with a control number specific to
each Beneficial Shareholder which is required to record the votes of Beneficial
Shareholders through the internet or telephone voting system. Beneficial
Shareholders who do not receive physical delivery of their VIF and control
number by mail due to postal disruption may obtain their control number by
contacting their broker, financial institution, nominee or other intermediary
that holds their Crew Shares. Upon obtaining their control number, Beneficial
Shareholders may proceed to vote their Crew Shares by accessing the Broadridge
internet or telephone voting system in the normal course as follows or provide
directions to their broker, financial institution, nominee or other intermediary
to vote on their behalf:


Internet Voting

www.proxyvote.com 

Telephone Voting

1-800-474-7493 (English) or 1-800-474-7501 (French)

The form of Broadridge VIF, which has also been filed on the internet under
Crew's profile at www.sedar.com and on Crew's corporate website at
www.crewenergy.com, contains more detailed instructions regarding the process
for voting through the Broadridge internet and telephone system. We encourage
Beneficial Shareholders to review such instructions carefully and contact their
broker, nominee or other intermediary promptly to obtain their required control
number or provide instructions to vote on their behalf and thereby ensure their
vote is recorded through the internet and telephone system on or prior to the
Broadridge proxy cutoff date of June 24, 2011.


For Crew Shareholders that hold their Crew Shares in their own name ("Registered
Shareholders"), the form of instrument of proxy for use by Registered
Shareholders is also available under Crew's profile at www.sedar.com and on
Crew's corporate website at www.crewenergy.com. Registered Shareholders must
complete the instrument of proxy which may be returned by facsimile to Valiant
Trust Company at 604-681-3067 or 403-233-2857, not less than 48 hours (excluding
Saturdays, Sundays and statutory holidays in Alberta) before the time set for
the Meeting. 


Advisory Regarding Forward-Looking Statements

This press release contains forward-looking statements and forward-looking
information within the meaning of applicable securities laws. The use of any of
the words "expect", "anticipate", "continue", "estimate", "objective",
"ongoing", "may", "will", "project", "should", "believe", "plans", "intends" and
similar expressions are intended to identify forward-looking information or
statements. More particularly and without limitation, this press release
contains forward looking statements and information concerning the anticipated
completion of the Arrangement and the timing thereof. 


Crew has provided these anticipated times in reliance on certain assumptions
that it believes is reasonable at this time, including assumptions as to the
timing of receipt of the necessary approvals and the satisfaction of and time
necessary to satisfy the conditions to the closing of the Transaction. These
dates may change for a number of reasons, including inability to secure
necessary regulatory approvals in the time assumed or the need for additional
time to satisfy the conditions to the completion of the Transaction. In
addition, there are no assurances the Transaction will be completed.
Accordingly, readers should not place undue reliance on the forward-looking
statements and information contained in this press release concerning these
times. Readers are cautioned that the foregoing list of factors is not
exhaustive. Additional information on these and other factors that could affect
Crew's, or the combined company's operations or financial results are included
in reports on file with applicable securities regulatory authorities and may be
accessed through the SEDAR website (www.sedar.com), or Crew's website
(www.crewenergy.com). 


The forward-looking statements and information contained in this press release
are made as of the date hereof and Crew 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.


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