Pengrowth Announces Sale of Non-Core Weyburn Asset

Pengrowth Announces Sale of Non-Core Weyburn Asset 
CALGARY, ALBERTA -- (Marketwire) -- 12/21/12 -- Pengrowth Energy
Corporation (TSX:PGF) (NYSE:PGH) today announced that it has an
agreement in place to sell its 10.01952% working interest in its
non-operated Weyburn property ("Weyburn") to OMERS Energy Inc. and
Ontario Teachers' Pension Plan. Total proceeds, subject to closing
adjustments, are expected to be $315 million. These funds will be
used to help finance the initial phase of the Lindbergh thermal
bitumen project and in the interim, used to reduce debt. 
On a pro-forma basis, the Weyburn disposition will result in
Pengrowth's third quarter 2012 debt decreasing to $1.4 billion
(excluding working capital) and an annualized third quarter
Debt-to-EBITDA ratio of 2.3 times.  
"This announcement delivers on our commitment to dispose of our
Weyburn asset," said Derek Evans, President and Chief Executive
Officer of Pengrowth. "We have achieved full market value after a
very thorough sales process. The proceeds will be used to fund 2013
spending on our Lindbergh project. We will continue to take a
disciplined and proactive approach to maximizing value from our
existing portfolio and capital expenditure program to facilitate the
sustainability of our dividend."  
The Weyburn disposition is expected to close in late January and will
have an effective date of January 1, 2013.  
Pengrowth's share of Weyburn produced an average of 2,500 barrels of
oil equivalent per day during the third quarter of 2012 and had
proved plus probable reserves of 20.935 million barrels assigned to
it at December 31, 2011, according to the independent reserve
evaluators GLJ Petroleum Consultants Ltd.  
BMO Capital Markets is acting as financial advisor to Pengrowth on
the transaction.  
About Pengrowth:  
Pengrowth Energy Corporation is a dividend-paying, intermediate
Canadian producer of oil and natural gas, headquartered in Calgary,
Alberta. Pengrowth's assets include the Swan Hills light oil, Cardium
light oil and Lindbergh thermal bitumen projects. Pengrowth's shares
trade on both the Toronto Stock Exchange under the symbol "PGF" and
on the New York Stock Exchange under the symbol "PGH". 
Derek Evans, President and Chief Executive Officer 
Caution R
egarding Forward Looking Information  
This press release contains forward-looking statements within the
meaning of securities laws, including the "safe harbour" provisions
of Canadian securities legislation and the United States Private
Securities Litigation Reform Act of 1995. Forward-looking information
is often, but not always, identified by the use of words such as
"anticipate", "believe", "expect", "plan", "intend", "forecast",
"target", "project", "guidance", "may", "will", "should", "could",
"estimate", "predict" or similar words suggesting future outcomes or
language suggesting an outlook. In particular, forward-looking
statements in this press release include, but are not limited to,
statements with respect to: the sale of the Corporation's interest in
Weyburn, sale proceeds, the use of sale proceeds, anticipated closing
and effective dates for the Weyburn sale and future dividends.
Statements relating to reserves are forward-looking statements, as
they involve the implied assessment, based on certain estimates and
assumptions that the reserves described exist in the quantities
predicted or estimated and can profitably be produced in the future. 
Forward-looking statements and information contained in this press
release are based on Pengrowth's current beliefs as well as
assumptions made by, and information currently available to,
Pengrowth concerning general economic and financial market
conditions; anticipated financial performance; business prospects,
strategies; regulatory developments; including in respect of
taxation; royalty rates and environmental protection; future capital
expenditures and the timing thereof; future oil and natural gas
commodity prices and differentials between light, medium and heavy
oil prices; future oil and natural gas production levels; future
exchange rates and interest rates; the proceeds of anticipated
divestitures; the amount of future cash dividends paid by Pengrowth;
the cost of expanding our property holdings; our ability to obtain
labour and 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 exploration activities. Although management considers these
assumptions to be reasonable based on information currently available
to it, they may prove to be incorrect. 
By their very nature, the forward-looking statements included in this
press release involve inherent risks and uncertainties, both general
and specific, and risks that predictions, forecasts, projections and
other forward-looking statements will not be achieved. We caution
readers not to place undue reliance on these statements as a number
of important factors could cause the actual results to differ
materially from the beliefs, plans, objectives, expectations and
anticipations, estimates and intentions expressed in such
forward-looking statements. These factors include, but are not
limited to: the volatility of oil and gas prices; production and
development costs and capital expenditures; the imprecision of
reserve and resource estimates and estimates of recoverable
quantities of oil, natural gas and liquids; Pengrowth's ability to
replace and expand oil and gas reserves; environmental claims and
liabilities; incorrect assessments of value when making acquisitions;
increases in debt service charges; the loss of key personnel; the
marketability of production; defaults by third party operators;
unforeseen title defects; fluctuations in foreign currency and
exchange rates; inadequate insurance coverage; changes in
environmental or other legislation applicable to our operations, and
our ability to comply with current and future environmental and other
laws and regulations; actions by governmental or regulatory
authorities including changes in royalty structures and programs and
income tax laws or changes in tax laws and incentive programs
relating to the oil and gas industry; our ability to access external
sources of debt and equity capital, various risks associated with our
Lindbergh thermal project, and the implementation of greenhouse gas
emissions legislation. Further information regarding these factors
may be found under the heading "Risk Factors" in our most recent
Annual Information Form under the heading "Business Risks" in our
most recent year-end Management's Discussion and Analysis and in our
most recent consolidated financial statements, management information
circular, quarterly reports, material change reports and news
releases. Copies of our Canadian public filings are available on
SEDAR at Our U.S. public filings, including our most
recent Form 40-F as supplemented by our filings on form 6-K, are
available at  
Readers are cautioned that the foregoing list of factors that may
affect future results is not exhaustive. When relying on our
forward-looking statements to make decisions with respect to
Pengrowth, investors and others should carefully consider the
foregoing factors and other uncertainties and potential events.
Furthermore, the forward-looking statements contained in this press
release are made as of the date of this press release and we do not
undertake any obligation to update publicly or to revise any of the
included forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by
applicable law. 
The forward-looking statements contained in this press release are
expressly qualified by this cautionary statement.
Investor Relations
(403) 233-0224 or Toll Free: 1-888-744-1111
(403) 693-8889 (FAX)
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