TSX, NYSE: BXE
CALGARY, AB, April 10, 2017 /CNW/ - Bellatrix Exploration Ltd.
("Bellatrix" or the "Company") (TSX, NYSE: BXE) today announces the
filing and publication of its Management Information Circular
issued in connection with the annual and special meeting (the
"Meeting") of holders (the "Shareholders") of common shares
("Common Shares") of Bellatrix Exploration Ltd. scheduled to be
held in the Lakeview Endrooms, The Westin Hotel, 320 – 4th Avenue
SW, Calgary, Alberta, Canada on
May 17, 2017 at 3:00 p.m. (Calgary time). The record date for the Meeting
is April 3, 2017.
In addition to customary business matters to be considered at
the Meeting, Shareholders will be asked to consider and, if deemed
advisable, pass a special resolution (the "Common Share
Consolidation Resolution") authorizing and approving the Company's
board of directors (the "Board") to elect, in its discretion, to
direct the Company to file articles of amendment ("Articles of
Amendment") to consolidate (or reverse split) the Company's issued
and outstanding Common Shares into a lesser number of issued and
outstanding Common Shares, all as more particularly described in
the Management Information Circular (the "Common Share
Consolidation"). The Common Share Consolidation Resolution will
authorize the Board to select a Common Share Consolidation ratio of
between 4 old Common Shares for 1 new Common Share and 6 old Common
Shares for 1 Common Share. If the Common Share Consolidation
Resolution is approved by the Shareholders, the Board will retain
the discretion to elect not to proceed with the Common Share
Consolidation.
The Common Share Consolidation Resolution is a special
resolution and, as such, requires approval by not less than
two-thirds (662/3%) of the votes cast by the
Shareholders present in person, or represented by proxy, at the
Meeting.
A key reason why the Board is seeking authorization to implement
the Common Share Consolidation is to avoid the potential delisting
of the Common Shares from the New York Stock Exchange ("NYSE"). In
order for the Common Shares to continue to be listed on the NYSE,
the Company must comply with various listing standards, including
that the Common Shares maintain a minimum average closing price of
at least US$1.00 per Common Share
during a consecutive 30 trading-day period. For the reasons
outlined in the Management Information Circular, the Company
believes that curing the minimum bid price deficiency and thus
avoiding a delisting of the Common Shares from the NYSE is in the
best interests of the Company and the Shareholders, and that
implementing the Common Share Consolidation is the most expeditious
way of curing the deficiency, all as more particularly described in
the Management Information Circular.
An electronic copy of the Management Information Circular may be
obtained on Bellatrix's website at www.bellatrixexploration.com, on
Bellatrix's SEDAR profile at www.sedar.com, and on Bellatrix's
EDGAR profile at www.sec.gov/edgar.html.
Bellatrix Exploration Ltd. is a Western Canadian based growth
oriented oil and gas company engaged in the exploration for, and
the acquisition, development and production of oil and natural gas
reserves in the provinces of Alberta, British
Columbia and Saskatchewan.
The Common Shares trade on the Toronto Stock Exchange and on the
New York Stock Exchange under the symbol BXE.
Forward Looking Statements
This press release contains forward-looking statements within
the meaning of applicable securities laws. More particularly and
without limitation, this press release contains forward-looking
statements regarding Bellatrix's intentions to hold its annual and
special shareholder meeting on May 17,
2017, propose the Common Share Consolidation Resolution at
the Meeting and the Company's intentions and ability to regain
compliance with the minimum share price requirement of the NYSE if
the Common Share Consolidation is implemented. All statements,
other than statements of historical facts, that address activities
that Bellatrix assumes, plans, expects, believes, projects, aims,
estimates or anticipates (and other similar expressions) will,
should or may occur in the future are forward-looking statements.
The forward-looking statements provided in this news release are
based on management's current belief, based on currently available
information, as to the outcome and timing of future events.
Bellatrix cautions that its intention to proceed with the Common
Share Consolidation and regain compliance with the NYSE's continued
listing standards and other forward-looking statements relating to
Bellatrix are subject to all of the risks and uncertainties
normally incident to such endeavors.
These risks relating to Bellatrix include, but are not limited
to, the risk that the requisite number of Shareholders do not
approve the Common Share Consolidation Resolution, the risk that
the Board may not implement the Common Share Consolidation
Resolution even if approved, the risk that the Company may not meet
the minimum share price or other continued listing requirements of
the NYSE and other risks as described in reports (including,
without limitation, under the heading "Risk Factors" in the
Company's Annual Information Form for the year ended December
31, 2016) on file with Canadian and US securities regulatory
authorities and may be accessed through the SEDAR website
(www.sedar.com), through the SEC website (www.sec.gov), and at
Bellatrix's website (www.bellatrixexploration.com). Furthermore,
the forward-looking statements contained herein are made as at the
date hereof and Bellatrix does not undertake any obligation to
update publicly or to revise any of the included forward-looking
statements, whether as a result of new information, future events
or otherwise, except as may be required by applicable securities
laws.
SOURCE Bellatrix Exploration Ltd.