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Anatolia Energy completes sale to Cub Energy

Date Closed

June 26, 2013

Lead Office

Calgary

On June 26, 2013, Cub Energy Inc. (Cub) and Anatolia Energy Corp. (Anatolia) announced that they had completed their previously announced business combination whereby Cub acquired all of the issued and outstanding common shares of Anatolia (Anatolia Shares) in exchange for common shares of Cub (Cub Shares) pursuant to a plan of arrangement under the Business Corporations Act (Alberta) (the Arrangement).

On Monday, June 24, 2013, the Arrangement was approved at a special shareholder meeting of Anatolia shareholders (Anatolia Shareholders) by 98.64% of the votes cast by the Anatolia Shareholders and 98.48% of the votes cast by the Anatolia Shareholders, after excluding those required to be excluded by Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions. The Arrangement was also approved by the Court of Queen's Bench of Alberta on June 26, 2013.

Pursuant to the terms of the Arrangement, Anatolia Shareholders received 0.106 of a Cub Share for each Anatolia Share held (the Exchange Ratio), resulting in the issuance of approximately 13.9 million Cub Shares. As a result of the Arrangement, Anatolia became a wholly-owned subsidiary of Cub. Each of the former officers and directors of Anatolia has resigned and was replaced by a Cub nominee.

Anatolia, headquartered in Calgary, Alberta, is a Black Sea Region-focused upstream oil and gas company.

Cub, headquartered in Houston, Texas is an upstream oil and gas company.

McCarthy Tétrault LLP represented Anatolia, with a team led by Rick Pawluk.