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Novus Energy Inc Enters Into Definitive Agreement To Be Acquired By Yanchang Petroleum International Ltd

Tuesday, 3 Sep 2013 08:04pm EDT 

Novus Energy Inc announced that it has entered into a definitive agreement (the Arrangement Agreement) with Yanchang Petroleum International Ltd and Yanchang International (Canada) Limited (Yanchang Canada, and, together with Yanchang Petroleum International, the Purchaser Parties) for the purchase of all of the issued and outstanding common shares of the Company (the Common Shares) at a cash price of CAD1.18 per Common Share. The total transaction value, including net debt and transaction costs, is approximately CAD320 million. The transaction is to be completed by way of a plan of arrangement under the Business Corporations Act (Alberta) (the Arrangement). Yanchang Canada, formed for the purpose of completing the Arrangement, is wholly owned by Yanchang Petroleum International. The Arrangement is subject to customary conditions for a transaction of this nature, the approval of 66 2/3% of the votes cast by Novus shareholders represented in person or by proxy at a meeting of Novus shareholders to be called to consider the Arrangement and a simple majority of votes cast by Novus shareholders represented in person or by proxy and entitled to vote after excluding the votes required by Multilateral Instrument 61-101 and approval of the TSX Venture Exchange. The Arrangement also requires a simple majority of votes cast by Yanchang Petroleum International's shareholders, in person or by proxy, at a meeting to be called to consider the Arrangement. 

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