EMBER RESOURCES INC. ANNOUNCES OFFER TO CORDERO TO EXECUTE ARRANGEMENT AGREEMENT
CALGARY, ALBERTA. June 30, 2008. Ember Resources Inc. (TSX: EBR) ("Ember") announces that it has provided Cordero Energy Inc. (TSX) ("Cordero") with a written offer to execute a definitive arrangement agreement (the "Arrangement Agreement"). The Arrangement Agreement would give effect to Ember’s previously announced proposal to acquire all of the common shares of Cordero (“Cordero Shares”) by a plan of arrangement under the Business Corporations Act (Alberta) (the "Arrangement"). Under the Arrangement, Ember would acquire all of the Cordero Shares for consideration of $5.50 per Cordero Share, payable, at the election of each Cordero shareholder, in cash or 2.683 common shares of Ember ("Ember Shares"), with a maximum aggregate of $70 million in cash, and a minimum of $55 million, being paid.
Ember’s offer to Cordero to execute the Arrangement Agreement remains open for acceptance by Cordero until 1:00 p.m. (Calgary time) on July 3, 2007.
Ember has received commitment letters from shareholders representing an aggregate of 9.8 million Cordero Shares, or approximately 26.4% of the outstanding Cordero Shares, pursuant to which such holders have agreed, subject to certain terms and conditions or to the receipt of a superior offer, to support Ember's offer to acquire the Cordero Shares.
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FORWARD-LOOKING STATEMENTS
This press release may contain forward-looking statements including expectations of future production, cash flow and earnings. These statements are based on current expectations that involve a number of risks and uncertainties, which could cause actual results to differ from those anticipated. These risks include, but are not limited to: the risks associated with the oil and gas industry (e.g., operational risks in development, exploration and production; delays or changes in plans with respect to exploration or development projects or capital expenditures; the uncertainty of reserve estimates; the uncertainty of estimates and projections relating to production, costs and expenses, and health, safety and environmental risks), commodity price and exchange rate fluctuation and uncertainties resulting from potential delays or changes in plans with respect to exploration or development projects or capital expenditures. Additional information on these and other factors that could affect the Company’s operations or financial results are included in the Company’s reports on file with Canadian securities regulatory authorities.
Ember Resources Inc. is a resource company specializing in coal bed methane (CBM) with extensive land and resource holdings in Alberta, Canada. Ember’s shares are traded on the Toronto Stock Exchange under the trading symbol “EBR”.
FOR FURTHER INFORMATION PLEASE CONTACT
Mr. Douglas A. Dafoe
President & C.E.O.
Ember Resources Inc.
Telephone: 403 270-0803
Facsimile: 403 270-2850
Mr. Terry S. Meek
Executive Vice President & C.O.O.
Ember Resources Inc.
Telephone: 403 270-0803
Facsimile: 403 270-2850
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