Penn West Energy Trust

Published : March 10th, 2009

enters into an arrangement agreement to acquire Reece Energy Exploration Corp.

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Penn West Energy Trust enters into an arrangement agreement to acquire Reece Energy Exploration Corp.

     CALGARY, March 10 /CNW/ -(TSX-PWT.UN; NYSE-PWE) Penn West Energy Trust
("Penn West") and (TSXV-RXR) Reece Energy Exploration Corp. ("Reece") jointly
announce that they have entered into an arrangement agreement (the
"Arrangement Agreement") whereby Penn West will acquire all of the outstanding
shares of Reece.
     The acquisition will be accomplished through a plan of arrangement (the
"Arrangement") wherein each Reece share will be exchanged for 0.125 of a Penn
West trust unit. Including the assumption of Reece's debt, the total
acquisition cost is expected to be approximately $92.2 million. Penn West will
be reducing its 2009 capital program by $40 million, being the amount of debt
that Penn West anticipates assuming pursuant to the Arrangement. Based on the
volume weighted average trading prices of Penn West's units and Reece's shares
during the 20 trading days ending on March 9, the exchange ratio equates to a
price of $1.39 per Reece share and represents a 50 percent premium to Reece's
closing trading price on this date. The Arrangement will provide Reece
shareholders enhanced liquidity and ownership in a large, light oil-weighted
energy trust with strong growth prospects and the ability to accelerate the
exploitation of Reece's prospect inventory. It is expected that approximately
4.6 million Penn West trust units will be issued to effect the Arrangement.
Completion of the Arrangement, which is anticipated to occur in early May
2009, is subject to, among other things, the approval of at least 66 2/3
percent of the Reece shareholders who vote at a special meeting to be held in
late April 2009, the receipt of all necessary regulatory and stock exchange
approvals, and certain closing conditions that are customary for a transaction
of this nature. The board of directors of Reece has unanimously determined
that the proposed Arrangement is in the best interests of and fair to Reece
and its shareholders and recommends that Reece shareholders vote in favour of
the Arrangement at the upcoming special meeting. Each of the directors and
officers of Reece, who collectively beneficially own or control approximately
25 percent of the Reece shares, has entered into a support agreement pursuant
to which each has agreed to vote in favour of the Arrangement, subject to the
terms of such support agreement.
     The transaction is expected to add current production of approximately
2,100 barrels of oil equivalent per day to Penn West's production base, with
Reece's current production weighted approximately 67 percent to light oil and
natural gas liquids and 33 percent to natural gas. Based on the volume
weighted average trading prices of Penn West's units and Reece's shares during
the 20 trading days ending on March 9, the arrangement yields a price of
approximately $43,900 per flowing barrel of oil equivalent.
     Reece's primary property is located in Kindersley, Saskatchewan and
complements existing Penn West operations in this area. The acquisition of
Reece gives Penn West a contiguous land position and additional production in
its Dodsland oil resource play. Both Penn West and Reece have very encouraging
results to date using horizontal multi-stage fracture completion techniques in
the area. Through this acquisition, Penn West will also add approximately
75,000 net undeveloped acres to its land base.
     Sayer Energy Advisors is acting as exclusive financial advisor to Reece
with respect to this transaction and has advised the board of directors of
Reece that, subject to review of definitive legal agreements, they are of the
opinion, as of the date hereof, that the consideration to be received by the
Reece shareholders pursuant to the proposed Arrangement is fair, from a
financial point of view, to Reece shareholders. The Arrangement Agreement
prohibits Reece from soliciting or initiating any discussion regarding any
other business combination or sale of material assets, contains provisions for
Penn West to match competing, unsolicited proposals and, subject to certain
conditions, provides for a $2.5 million termination fee payable by Reece to
Penn West.
     Penn West trust units and debentures are listed on the Toronto Stock
Exchange under the symbols PWT.UN, PWT.DB.B, PWT.DB.C, PWT.DB.D, PWT.DB.E and
PWT.DB.F and Penn West trust units are listed on the New York Stock Exchange
under the symbol PWE.

     Forward-looking statements

     In the interest of providing Penn West's unitholders, Reece's
shareholders and potential investors with information regarding Penn West and
Reece, including management's assessment of the future plans and operations of
Penn West and Reece, certain statements contained in this document constitute
forward-looking statements or information (collectively "forward-looking
statements") within the meaning of the "safe harbour" provisions of applicable
securities legislation. Forward-looking statements are typically identified by
words such as "anticipate", "continue", "estimate", "expect", "forecast",
"may", "will", "project", "could", "plan", "intend", "should", "believe",
"outlook", "potential", "target" and similar words suggesting future events or
future performance. In addition, statements relating to "reserves" or
"resources" are deemed to be forward-looking statements as they involve the
implied assessment, based on certain estimates and assumptions, that the
reserves and resources described exist in the quantities predicted or
estimated and can be profitably produced in the future. In particular, this
document contains, without limitation, forward-looking statements pertaining
to the following: expectations of management regarding the proposed
acquisition of Reece, including the timing of completion of the acquisition,
operating and financial metrics of the acquisition, potential synergies
realized through the transaction and the effect on Penn West's production,
cash flow, reserves, undeveloped land position and tax pools.
     With respect to forward-looking statements contained or incorporated by
reference in this document, we have made assumptions regarding, among other
things: future capital expenditure levels; future oil and natural gas prices
and differentials between light, medium and heavy oil prices; future oil and
natural gas production levels; future exchange rates and interest rates; the
amount of future cash distributions that we intend to pay; our ability to
obtain equipment in a timely manner to carry out development activities; our
ability to market our oil and natural gas successfully to current and new
customers; the impact of increasing competition; our ability to obtain
financing on acceptable terms; and our ability to add production and reserves
through our development and exploitation activities. Although Penn West and
Reece believe that the expectations reflected in the forward-looking
statements contained in this document, and the assumptions on which such
forward-looking statements are made, are reasonable, there can be no assurance
that such expectations will prove to be correct. Readers are cautioned not to
place undue reliance on forward-looking statements included in this document,
as there can be no assurance that the plans, intentions or expectations upon
which the forward-looking statements are based will occur. By their nature,
forward-looking statements involve numerous assumptions, known and unknown
risks and uncertainties that contribute to the possibility that the
predictions, forecasts, projections and other forward-looking statements will
not occur, which may cause Penn West's or Reece's actual performance and
financial results in future periods to differ materially from any estimates or
projections of future performance or results expressed or implied by such
forward-looking statements. These risks and uncertainties include, among other
things, the following: that the Arrangement may not close when planned or at
all, or that it may ultimately close based on financial metrics that are
different than those disclosed herein; the failure of Penn West and Reece to
obtain the necessary regulatory, shareholder and other third party approvals
required in order to proceed with the Arrangement; volatility in market prices
for oil and natural gas; incorrect assessment of the value of the acquisition;
failure to realize the anticipated benefits of the acquisition; general
economic conditions in Canada, the U.S. and globally; and the other factors
described under "Risk Factors" in Penn West's most recently filed annual
information form available in Canada at www.sedar.com and in the U.S. at
www.sec.gov. Readers are cautioned that this list of risk factors should not
be construed as exhaustive.
     The forward-looking statements contained in this document speak only as
of the date of this document. Except as expressly required by applicable
securities laws, Penn West and Reece do not undertake any obligation to
publicly update or revise any forward looking statements, whether as a result
of new information, future events or otherwise. The forward-looking statements
contained in this document are expressly qualified by this cautionary
statement.

     Barrels of oil equivalent

     Barrels of oil equivalent (boe) is calculated using the conversion factor
of 6 Mcf (thousand cubic feet) of natural gas being equivalent to one barrel
of oil. Boe may be misleading, particularly if used in isolation. A boe
conversion ratio of 6 Mcf:1 bbl (barrel) is based on an energy equivalency
conversion method primarily applicable at the burner tip and does not
represent a value equivalency at the wellhead.

     %SEDAR: 00022266E
     %CIK: 0001334388
For further information: PENN WEST ENERGY TRUST: Suite 200, 207 - 9th Avenue
S.W., Calgary, Alberta, T2P 1K3, Phone: (403) 777-2500, Fax: (403) 777-2699,
Toll Free: 1-866-693-2707, Website: www.pennwest.com; Investor Relations: Toll
Free: 1-888-770-2633, E-mail: investor_relations@pennwest.com; William
Andrew, CEO, Phone: (403) 777-2502, E-mail: bill.andrew@pennwest.com; Jason
Fleury, Manager, Investor Relations, Phone: (403) 539-6343, E-mail:
jason.fleury@pennwest.com; REECE ENERGY EXPLORATION CORP.: 200, 1111
Kingsway Avenue, Medicine Hat, Alberta, T1A 2Y1, Website: www.reeceenergy.com,
Phone: (403) 526-9700, Fax: (403) 527-9739; Lorne Swalm, President and Chief
Executive Officer, Phone: (403) 526-9700

. <
Data and Statistics for these countries : Canada | All
Gold and Silver Prices for these countries : Canada | All

Penn West Energy Trust

CODE : PWE
ISIN : CA7078871059
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Penn West Energy Trust is a and oil producing company based in Canada.

Penn West Energy Trust holds various exploration projects in Canada.

Its main exploration property is SWAN HILLS in Canada.

Penn West Energy Trust is listed in United States of America. Its market capitalisation is US$ 80.7 millions as of today (€ 73.8 millions).

Its stock quote reached its highest recent level on May 29, 2009 at US$ 9.98, and its lowest recent point on April 01, 2020 at US$ 0.15.

Penn West Energy Trust has 504 340 988 shares outstanding.

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NYSE (PWE)
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