Combination Now Approved by Boards of Directors and Stockholders of
Additionally, Blue Ridge has received requests from holders of the requisite percentage of outstanding Blue Ridge common stock to cause the Transaction to be a “drag transaction” for purposes of the Blue Ridge stockholders agreement. As a result, Blue Ridge’s stockholders will be required to take or refrain from taking certain actions, in each case, in furtherance of the completion of the Transaction.
As previously disclosed, Blue Ridge stockholders will receive consideration consisting of 4.4259 shares of
The closing of the Transaction remains subject to customary closing conditions.
About
About Blue Ridge Mountain Resources, Inc.
No Offer or Solicitation
This communication relates to a proposed business combination transaction (the “Transaction”) between
Additional Information and Where to Find It
In connection with the Transaction,
Investors and security holders are able to obtain free copies of the registration statement and the definitive consent solicitation statement/information statement/prospectus and all other documents filed or that will be filed with the
Participants in Solicitation
Information regarding Eclipse Resources’ directors and executive officers is contained in Eclipse Resources’ Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K. Information regarding Blue Ridge’s directors and executive officers is contained in the definitive consent solicitation statement/information statement/prospectus and other relevant materials filed with the
Investors may obtain additional information regarding the interests of those persons who may be deemed participants in the Transaction by reading the definitive consent solicitation statement/information statement/prospectus and other relevant documents filed with the
Forward-Looking Statements
This joint press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact included in this joint press release, regarding, among other things, strategy, future operations, financial position, estimated revenues and income/losses, projected costs and capital expenditures, prospects, plans, and objectives of management are forward-looking statements. When used in this joint press release, the words “plan,” “endeavor,” “will,” “would,” “could,” “believe,” “anticipate,” “intend,” “estimate,” “expect,” “project,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. These forward-looking statements are based on Eclipse Resources’ and Blue Ridge’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. When considering forward-looking statements, you should keep in mind the risk factors and other cautionary statements described in the definitive consent solicitation statement/information statement/prospectus and under Item 1A. Risk Factors in Eclipse Resources’ Annual Report on Form 10-K filed with the
With respect to the proposed Transaction and other matters described herein, forward-looking statements may include, but are not limited to, statements regarding the expected timing and likelihood of the completion of the Transaction; the timing, receipt, and anticipated terms and conditions of any required governmental and regulatory approvals for the Transaction; the ability to complete the Transaction considering the various closing conditions; pro forma descriptions of the combined company and its operations, integration and transition plans, synergies, cost savings, opportunities, and anticipated future performance; the benefits of the Transaction and its impact on the combined company’s business, operations, assets, results of operations, liquidity, and financial position; and any statements of assumptions underlying any of the foregoing. In addition, forward-looking statements may include statements about business strategy; reserves and potential resources; general economic conditions; financial strategy, liquidity and capital required for developing properties and timing related thereto; realized natural gas, natural gas liquids, and oil prices; timing and amount of future production of natural gas, natural gas liquids, and oil; hedging strategy and results; future drilling plans; competition and government regulations, including those related to hydraulic fracturing; the anticipated benefits under commercial agreements; marketing of natural gas, natural gas liquids, and oil; leasehold and business acquisitions; the costs, terms and availability of gathering, processing, fractionation, and other midstream services; the costs, terms, and availability of downstream transportation services; general economic conditions; credit markets; uncertainty regarding future operating results, including initial production rates and liquid yields in type curve areas; and plans, objectives, expectations, and intentions contained in this joint press release that are not historical, including, without limitation, any guidance set forth herein.
All forward-looking statements, expressed or implied, included in this joint press release are expressly qualified in their entirety by this cautionary statement and are based on assumptions that
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814-325-2059
dkris@eclipseresources.com
Blue Ridge Mountain Resources, Inc.
469-293-2187
ir@brmresources.com
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