Exchange Bulletin
Rubellite Energy Inc. (RBY, RBY.WT) To Trade On Toronto Stock Exchange
September 7, 2021
Issuer: Rubellite Energy Inc. (‘‘Rubellite'')
| Security | Symbol | Issued and Outstanding Securities | Reserved Securities | Trading Currency |
|---|---|---|---|---|
| Common shares ("Rubellite Shares") | RBY | 2,075,455 | 49,643,650 | CDN$ |
| Common share purchase warrants ("Rubellite Warrants) | RBY.WT | 16,739,640 | 0 | CDN$ |
| Listing category: | Producing Oil and Gas Companies, Non-Exempt Issuer |
| Transaction: | Subsequent to the closing of the plan of arrangement (the "Arrangement") involving Rubellite and Perpetual Energy Inc. (symbol: PMT) ("Perpetual"), the Rubellite Shares and Rubellite Warrants will be listed and posted for trading at the opening on Thursday, September 9, 2021. |
| Exchange ratio: | Under the Arrangement, each Perpetual shareholder (other than Dissenting Shareholders and Consolidated Shareholders) will receive one Rubellite Share and 12 Rubellite Warrants for every 46 Post-Split Common Shares of Perpetual they hold. The terms Dissenting Shareholders, Consolidated Shareholders and Post- Split Common Shares are defined in the Perpetual Management Information Circular dated August 4, 2021 (the "Circular"). |
| Exchange procedure: | Return the Letter of Transmittal together with Perpetual share certificates or DRS Advices to Odyssey Trust Company at its principal office in Vancouver. |
| Fractional entitlement: | No fractional Rubellite Shares shall be issued in connection with the Arrangement. The number of Rubellite Shares shall be rounded to the nearest whole number (with fractions equal to or greater than 0.5 rounded up). |
| Effective Date of the Arrangement: | September 3, 2021 |
| Posted for trading date: | September 9, 2021 (at the opening) |
| Other market(s): | None |
| Temporary market maker: | Virtu ITG Canada Corp. |
| Security ownership registration: | Non-certificated inventory (NCI) and Direct Registration System (DRS) for the Rubellite Shares and Warrants |
| Investor relations: | Sue Rose Riddell President and Chief Executive Officer (403) 269-4442 sue.rose@perpetualenergyinc.com Ryan Shay Vice President, Finance and CFO (403) 269-4400 ryan.shay@perpetualenergyinc.com |
| Incorporation: | Business Corporations Act (Alberta) on July 12, 2021 |
| Fiscal year end: | December 31 |
| Nature of business: | Rubellite will carry on the exploration for, and development and production of heavy oil in the Clearwater formation in NE Alberta utilizing multilateral horizontal drilling technology. |
| Transfer agent and registrar: | Odyssey Trust Company at its principal office in Calgary and Vancouver for the Rubellite Shares and its principal office in Calgary for the Rubellite Warrants. |
| Dividends: | Rubellite does not anticipate paying cash dividends on its Shares in the near future. |
| Sponsorship: | Waived. |
Principal Terms of the Warrants:
| Symbol: | RBY.WT |
| Exercise price: | $2.00 |
| Expiry: | 4:30 p.m. (Calgary time) on October 4, 2021 |
| Additional information: | The Rubellite Warrants are governed by a warrant indenture dated September 3, 2021 between Rubellite and Odyssey Trust Company. |
| Disclosure document: | Circular which is available at www.SEDAR.com. |
| Additional information: | See elsewhere in today's TSX Bulletins regarding the stock consolidation and stock split for Perpetual. |
| TSX contact: | Chris Birkett, Managing Director, Toronto Stock Exchange. |