CALGARY,
AB, March 7, 2025 /CNW/ - Lucero Energy Corp.
("Lucero") (TSXV: LOU) (OTCQB: PSHIF) is pleased to announce
the completion of the acquisition by Vitesse Energy, Inc.
("Vitesse"). As previously announced, all
outstanding common shares
of Lucero (the "Lucero Shares") were
acquired by Vitesse pursuant to a plan of arrangement under Section
193 of the Business Corporations Act (Alberta) (the "Arrangement"). Under the
Arrangement, holders of Lucero Shares ("Lucero
Shareholders") have the right to receive 0.01239 of a
share of common stock of Vitesse ("Vitesse Shares") for each
one Lucero Share held, and on
completion of the Arrangement, Lucero became a wholly owned
subsidiary of Vitesse. No fractional Vitesse Shares will be issued
under the Arrangement. In the event the aggregate number of Vitesse
Shares to be issued to a Lucero Shareholder pursuant to the
Arrangement would result in a fraction of a Vitesse Share being
issued, such Lucero Shareholder will receive the nearest whole
number of Vitesse Shares. For greater certainty, where such
fractional interest is greater than or equal to 0.5, the number of
Vitesse Shares to be issued will be rounded up to the nearest whole
number and where such fractional interest is less than 0.5, the
number of Vitesse Shares to be issued will be rounded down to the
nearest whole number.
The Vitesse Shares to be issued to former Lucero
Shareholders have been approved for listing on the New York Stock
Exchange ("NYSE") and will trade under the symbol
"VTS."
It is anticipated that the Lucero Shares will be delisted from
trading on the TSX Venture Exchange following the date hereof.
Lucero intends to apply to cease to be a reporting issuer in any
jurisdiction in Canada.
Registered Lucero Shareholders will receive a letter of
transmittal from Equiniti Trust Company, LLC, the depositary under
the Arrangement (the "Depositary"). Registered Lucero
Shareholders are to complete and return the letter of transmittal
in accordance with the instructions set forth therein. In order for
registered Lucero Shareholders to receive the consideration to
which they are entitled pursuant to the Arrangement, registered
Lucero Shareholders are required to deposit the certificate(s) or
direct registration statement ("DRS") advice(s), as
applicable, representing the Lucero Shares held by them along with
the letter of transmittal, validly completed and duly executed, and
all other documents required by the terms of the Arrangement and
the letter of transmittal, with the Depositary at the address
indicated on the letter of transmittal. Registered Lucero
Shareholders who do not deposit a validly completed
and duly executed
letter of transmittal, together with the certificate(s) or DRS advice(s) representing their Lucero
Shares and the other relevant documents, will not receive the
consideration to which they are otherwise entitled pursuant to the
Arrangement until the deposit of such materials is made. All
questions, including any request for another letter of transmittal,
should be directed to the Depositary, which can be contacted at
(877) 248-6417 (toll-free) or helpast@equiniti.com.
About Vitesse Energy, Inc.
Vitesse Energy, Inc. is focused on returning capital to
stockholders through owning financial interests predominantly as a
non-operator in oil and gas wells drilled by leading US
operators.
More information about Vitesse can be found at
www.vitesse-vts.com.
Forward Looking Information and Statements
This press release contains forward looking statements and
forward looking information (collectively "forward looking
information") within the meaning of applicable securities laws
including, but not limited to, the anticipated timing of delisting
the Lucero Shares from the TSX Venture Exchange and the mail out of
letters of transmittal. Although the expectations and assumptions
on which such forward looking information is based are believed to
be reasonable, undue reliance should not be placed on the forward
looking information because no assurance can be given that they
will prove to be correct. Since forward looking information
addresses future events and conditions, by its very nature they
involve inherent risks and uncertainties. Forward looking
information are provided as of the date of this press release and
Lucero disclaims any intent or obligation to update publicly any
forward looking information, whether as a result of new
information, future events or results or otherwise, other than as
required by applicable securities laws.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
SOURCE Lucero Energy Corp.
