Raging River Provides Additional Information for Brokers and Beneficial Shareholders on Elections Required
CALGARY, Alberta, Aug. 13, 2018 (GLOBE NEWSWIRE) -- Raging River Exploration Inc. ("Raging River") (TSX: RRX) provides additional information for brokers and other intermediaries who hold Raging River shares on behalf of beneficial Raging River shareholders on making the appropriate elections on behalf of such beneficial shareholders in respect of the proposed plan of arrangement (the "Arrangement") involving Baytex Energy Corp. ("Baytex") and Raging River.
Share Exchange and Election Information for Brokers and Beneficial Raging River Shareholders
Pursuant to the Arrangement, Raging River shareholders will receive the Baytex shares on a taxable basis unless: (i) they hold their shares in a Deferred Plan (as defined in Option 2 below), or (ii) elect Option 1 below before the deadline at 5:00 p.m. (Calgary time) on August 20, 2018 (unless such time is extended by agreement of Raging River and Baytex) (the "Election Deadline").
Brokers and other intermediaries who hold Raging River shares on behalf of beneficial Raging River shareholders can make elections on behalf of such beneficial shareholders through the CDS Clearing and Depository Services Inc. ("CDS") system in Canada or, in the United States, The Depository Trust Company ("DTC") system. Brokers and other intermediaries making elections on behalf of beneficial shareholders through the CDS or DTC system have three options:
| Option 1 – Electing Raging River Shareholder - This option should be selected by any beneficial Raging River shareholder who is eligible and wants to receive Baytex shares on a tax deferred or 'rollover' basis. Generally, a Raging River shareholder who is in a 'gain' position at the time of the Arrangement should consider selecting Option 1. This would be a Raging River shareholder whose adjusted cost base is less than the fair market value of their Raging River shares and therefore, by selecting Option 1, such shareholder will receive Baytex shares on a tax-deferred basis and, accordingly, not realize a capital gain on the exchange of their Raging River shares for Baytex shares pursuant to the Arrangement. | |
| Option 2 – Deferred Plan Raging River Shareholder - This option must be selected by any beneficial Raging River shareholder who holds their Raging River shares in a registered retirement savings plan, registered retirement income fund, registered disability savings plan, deferred profit sharing plan, registered education savings plan or a tax-free savings account (each referred to as a "Deferred Plan"). | |
| Option 3 – Non-Electing Raging River Shareholder - This option should be selected by any beneficial Raging River shareholder who wants to receive Baytex shares on a taxable basis. Generally, a Raging River shareholder who is in a 'loss' position at the time of the Arrangement should consider selecting Option 3. This would be a Raging River shareholder whose adjusted cost base is greater than the fair market value of their Raging River shares and therefore, by selecting Option 3, such shareholder will receive the Baytex shares on a taxable basis and, accordingly, realize a capital loss on the exchange of their Raging River shares for, ultimately, Baytex shares pursuant to the Arrangement. |
Beneficial Raging River shareholders should instruct their broker or other intermediary who holds their Raging River shares to make the appropriate election well in advance of the Election Deadline to ensure their broker or other intermediary has sufficient time to make the election prior to the Election Deadline. Most brokers and intermediaries require beneficial shareholders to make elections before the Election Deadline.
Any Raging River shareholder who does not hold their Raging River shares in a Deferred Plan and does not make an election prior to the Election Deadline will be deemed to have elected option 3 above. For the purposes of the Arrangement, any Raging River shareholder who holds their Raging River shares in a Deferred Plan will be treated in the same manner as a Raging River Shareholder who has elected option 1 above, regardless of whether or not they have made the necessary election prior to the Election Deadline.
Registered Raging River shareholders who hold their Raging River shares in their own name should complete and deliver a Letter of Transmittal and Election Form in respect of such holders' Raging River shares to the depositary in respect of the Arrangement, Computershare Investor Services Inc., prior to the Election Deadline following the instructions set out in such Letter of Transmittal and Election Form.
The information contained above relating to the tax impacts of the Arrangement on Raging River shareholders and the procedure relating to the exchange of Raging River shares for Baytex shares is of a summary nature and therefore is not complete and is qualified in its entirety by the more detailed information contained in the joint management information circular of Raging River and Baytex dated July 12, 2018 (the "Circular"), which is important and should be reviewed carefully. Raging River shareholders should review the discussion under "Certain Canadian Federal Income Tax Considerations" and "Procedure for the Arrangement to Become Effective - Procedure for Exchange of Raging River Share Certificates" in the Circular and are urged to consult their own tax advisors regarding the tax consequences of the Arrangement. An electronic copy of the Circular is available on Raging River's website at The Circular is also available on SEDAR under the issuer profile of Raging River at
Shareholder Information and Questions
Raging River shareholders who need assistance with making the appropriate election can contact our proxy solicitation agent, Laurel Hill Advisory Group:
Laurel Hill Advisory Group
North America Toll Free: 1-877-452-7184
Collect Calls Outside North America: 1-416-304-0211
Email:
Raging River Exploration Inc.
Raging River is a crude oil and natural gas exploration, development and production company based in Calgary, Alberta, Canada. The Company's operations are in the Viking light oil resource play in western Canada in addition to the recently added East Duvernay Shale oil play. Raging River's common shares trade on the Toronto Stock Exchange under the symbol RRX.
For further information about Raging River, please visit the company website at or contact:
| Neil Roszell, P. Eng. CEO and Executive Chairman Tel: (403) 767-1250 | Bruce Beynon, P. Geol President Tel: (403) 767-1251 | Jerry Sapieha, CA Vice President, Finance & Chief Financial Officer Tel: (403) 767-1265 |
