Penn West Acquires Vault by Arrangement
Penn West Energy Trust and Vault Energy Trust are pleased to announce that Penn West's acquisition of Vault by plan of arrangement was completed.
Under the Arrangement, Vault Unitholders will receive 0.14 of a Penn West trust unit for each Vault trust unit exchanged, Vault Exchangeable Shareholders will receive 0.14 of a Penn West trust unit for each Vault trust unit in to which the Vault Exchangeable Shares held by such holders are exchangeable, and Vault warrantholders will receive cash consideration of CD$0.51 for each Vault warrant exchanged. The first distribution that former Vault Unitholders and Vault Exchangeable Shareholders will be eligible to receive from Penn West will be the distribution payable on or about February 15, 2008 to unitholders of record on January 31, 2008. The Vault units are expected to be de-listed from the Toronto Stock Exchange (TSX) within a few trading days.
Under the Arrangement, Penn West has assumed all of the covenants and obligations of Vault in respect of the two separate classes of outstanding Vault convertible debentures. Holders of Vault Debentures will now be entitled to receive 0.14 of a Penn West trust unit in lieu of each Vault trust unit that the holder was previously entitled to receive on conversion. Outlined below are the revised conversion prices for the Vault Debentures: (i) Vault 7.2 percent Debentures (VNG.DB.A - TSX) - $75.00 per Penn West trust unit (13.3333 Penn West Units per $1,000 principal amount); and (ii) Vault 8.0 percent Debentures (VNG.DB - TSX) - $82.14 per Penn West Unit (12.1743 Penn West Units per $1,000 principal amount). The Vault Debentures are anticipated to be delisted within a few trading days and will be subsequently renamed as Penn West Debentures and begin trading on the TSX as PWT.DB.E in respect of the Vault 7.2 percent Debentures and PWT.DB.C in respect of the Vault 8.0 percent Debentures. Pursuant to the terms of the trust indentures governing the Vault Debentures, Penn West will make an offer to repurchase all of the Vault Debentures assumed by Penn West within 30 days of closing.
Former Vault Unitholders and Vault Exchangeable Shareholders who are resident in Canada or the United States and who are interested in participating in the Penn West distribution reinvestment plan (the "Penn West DRIP") should, if they are now a registered Penn West Unitholder, complete and deliver an authorization form to CIBC Mellon Trust Company (Penn West's registrar and transfer agent), and if they are now a beneficial Penn West Unitholder, contact their broker, investment dealer, financial institution or other nominee through which their Penn West Units are held and provide instructions on how they wish to participate in the Penn West DRIP. The authorization form for registered Penn West Unitholders can be obtained at www.pennwest.com.
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