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Tenaz Energy Corp. — Proxy Solicitation & Information Statement 2021
Sep 16, 2021
46207_rns_2021-09-16_39de6b43-134f-4301-b380-8a2918d8b01c.pdf
Proxy Solicitation & Information Statement
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ALTURA ENERGY INC.
NOTICE OF MEETING OF SHAREHOLDERS
NOTICE IS HEREBY GIVEN that a special meeting (the “ Meeting ”) of the holders (the “ Shareholders ”) of common shares (“ Common Shares ”) of Altura Energy Inc. (the “ Corporation ”, “ we ” or “ our ”) will be held at the Corporation’s offices at 2500, 605 – 5th Avenue S.W., Calgary, Alberta, T2P 3H5 on Thursday, October 7, 2021 at 2:30 p.m. (Calgary time) for the following matters:
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to consider and, if thought fit, pass, with or without variation, the ordinary resolution, as more particularly set forth in the accompanying management information circular (the “ Circular ”), approving the “Change of Management” as such term is defined in the TSX Venture Exchange Corporate Finance Manual;
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to consider and, if thought fit, pass, with or without variation, the special resolution, as more particularly set forth in the Circular, authorizing the amendment of the Corporation’s articles to consolidate the issued and outstanding Common Shares on such a basis as the board of directors of the Corporation (the “ Board ”) may determine, provided that the consolidation shall not be greater than on a 10 to 1 basis;
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to consider and, if thought fit, pass, with or without variation, the special resolution, as more particularly set forth in the Circular, authorizing the amendment of the Corporation’s articles to change the name of the Corporation to “Tenaz Energy Corp.” or such other name as the Board may determine; and
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to transact such other business as may be properly brought before the Meeting or any adjournment thereof.
Shareholders should refer to the Circular for more information with respect to the matters to be considered at the Meeting.
The Corporation intends to hold the Meeting in person. However, we are very much aware of the evolving public health concerns and requirements respecting the COVID-19 pandemic and we encourage Shareholders to consider voting their Common Shares via proxy rather than attending the Meeting in person. Access to the Meeting will, subject to the Corporation’s by-laws, be limited to essential personnel and registered Shareholders and proxyholders entitled to attend and vote at the Meeting; no external guests will be allowed to attend. In addition, we will be required to comply with applicable public health guidelines which at that time may prohibit or impose restrictions on in person attendance. Please monitor our website at www.alturaenergy.ca for updated information. If you are a registered Shareholder or proxyholder and are planning to attend the Meeting, please check our website one week prior to the date of the Meeting. A link to a live webcast of the Meeting will be available on the Corporation’s website at www.alturaenergy.ca.
Only Shareholders at the close of business on September 9, 2021 (the “ Record Date ”) are entitled to notice of and to vote at the Meeting or any adjournment or adjournments thereof, except to the extent that: (i) a registered Shareholder has transferred the ownership of any Common Shares subsequent to the Record Date; and (ii) the transferee of those Common Shares produces properly endorsed share certificates, or otherwise establishes that he, she or it owns the Common Shares and demands, not later than 10 days before the Meeting, that his, her, or its name be included on the Shareholder list before the Meeting, in which case, the transferee shall be entitled to vote such Common Shares at the Meeting.
Shareholders may vote in person at the Meeting or any adjournment or adjournments thereof, or they may appoint another person (who need not be a Shareholder) as their proxy to attend and vote in their place.
Shareholders unable to attend the Meeting in person are requested to date and sign the enclosed form of proxy and forward it to Odyssey Trust Company, at Suite 1230, 300 - 5th Avenue S.W., Calgary, Alberta, T2P 3C4, Attention: Proxy Department, no later than 2:30 p.m. (Calgary Time) on October 5, 2021, or if the Meeting is adjourned, by 2:30 p.m. (Calgary time) on the second business day prior to the date on which the Meeting is reconvened. Registered Shareholders may also use the internet site at https://login.odysseytrust.com/pxlogin to transmit their voting instructions.
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Only registered Shareholders, or the persons they appoint as their proxies, are entitled to attend and vote at the Meeting. For information with respect to Shareholders who own their Common Shares beneficially through an intermediary, see “Advice to Beneficial Owners” in the Circular.
BY ORDER OF THE BOARD OF DIRECTORS
(signed) “ David Burghardt ”
David Burghardt President, Chief Executive Officer and Director
September 9, 2021