Aurora Oil & Gas Limited - Shareholders approve Scheme of Arrangement

Aurora Oil & Gas Limited - Shareholders approve Scheme of Arrangement 
PERTH, Western Australia, May 21, 2014 /CNW/ - Aurora Oil & Gas Limited 
(ASX:AUT, TSX:AEF) (Aurora) is pleased to announce that, at the scheme meeting 
held earlier today (Scheme Meeting), the requisite majority of Aurora 
shareholders approved the scheme of arrangement under which Baytex Energy 
Corp. will acquire, through its wholly owned subsidiary Baytex Energy 
Australia Pty Ltd, all of the shares in Aurora (Scheme). 
This satisfies one of the remaining conditions set out in the Scheme 
Implementation Deed, a copy of which was released to ASX on 7 February 2014 
(as subsequently varied). 
Aurora will now apply to the Federal Court of Australia for orders approving 
the Scheme at a hearing scheduled for Monday 26 May 2014. If the Scheme is 
approved by the Court, Aurora expects to lodge the Court orders approving the 
Scheme with ASIC on Tuesday 27 May 2014, so that the Scheme will become 
effective on and from that date in accordance with section 411(10) of the 
Corporations Act 2001 (Cth). Once this has occurred, trading in Aurora's 
shares is expected to cease at close of trade on 27 May 2014 on ASX and at the 
opening of trading 27 May 2014 (Toronto time) on the Toronto Stock Exchange. 
Details of the votes cast at the Scheme Meeting and details of the outcome of 
the resolutions are set out below in accordance with Listing Rule 3.13.2 and 
section 251AA of the Corporations Act. 
Resolution 1 
"That the scheme of arrangement proposed between Aurora and its Shareholders, 
as contained in and more particularly described in the Scheme Booklet 
(Scheme), is amended by: 


    a.     deleting the reference to "$4.10" in clause 5.1 of the Scheme
           and replacing it with a reference to $4.20; and
            
    b.     amending the definition of "Scheme Consideration" in Schedule 1
           of the Scheme by deleting the reference to "$4.10" and replacing
           it with a reference to $4.20,

(Revised Scheme)."

The resolution was carried on a poll with 87.96% of the total number of votes 
cast by Aurora shareholders present and voting at the Scheme meeting (in 
person or by proxy) being in favour of the resolution. The result of the poll 
was:
     _____________________________________________________________________
    |  |Resolution | Total For |Percentage|     Total|Abstain|Total Votes,|
    |  |           |           |    in    |   Against|       |    inc.    |
    |  |           |           |  favour  |          |       |  abstains  |
    |__|___________|___________|__________|__________|_______|____________|
    |1.|Amendment  |269,557,602|   87.96% |36,889,461|600,367|307,047,430 |
    |  |to Scheme  |           |          |          |       |            |
    |  |of         |           |          |          |       |            |
    |  |Arrangement|           |          |          |       |            |
    |__|___________|___________|__________|__________|_______|____________|

The proxies received were:
     ______________________________________________________________________________
    |  |Resolution | Total For |Percentage|   Total  |Abstain|   Open  |Total Proxy|
    |  |           |           |    in    |  Against |       |         |  Votes,   |
    |  |           |           |  favour  |          |       |         |   inc.    |
    |  |           |           |          |          |       |         | abstains  |
    |__|___________|___________|__________|__________|_______|_________|___________|
    |1.|Amendment  |265,629,053|   87.49% |36,889,461|600,367|1,087,168|304,206,049|
    |  |to Scheme  |           |          |          |       |         |           |
    |  |of         |           |          |          |       |         |           |
    |  |Arrangement|           |          |          |       |         |           |
    |__|___________|___________|__________|__________|_______|_________|___________|

Resolution 2

"That, pursuant to and in accordance with the provisions of section 411 of the 
Corporations Act, the Revised Scheme is agreed to (with or without any 
modifications or conditions required by the Court), and subject to approval of 
the Revised Scheme by the Court, the board of directors of Aurora is 
authorised to implement the Revised Scheme with any such modifications or 
conditions."

The resolution was carried on a poll with 98.08% of Aurora shareholders 
present and voting (in person or by proxy) in favour of the Scheme Resolution, 
being greater than the requirement for at least 50%, and 87.96% of the total 
number of votes cast on the resolution at the Scheme meeting (in person or by 
proxy) in favour of the Scheme Resolution, being greater than the requirement 
for at least 75%.

The result of the poll was:
     _____________________________________________________________________
    |  |Resolution| Total For |Percentage|     Total|Abstain|Total Votes, |
    |  |          |           |    in    |   Against|       |inc. abstains|
    |  |          |           |  favour  |          |       |             |
    |__|__________|___________|__________|__________|_______|_____________|
    |2.|Scheme    |269,577,602|   87.96% |36,889,461|600,367| 307,047,430 |
    |  |Resolution|           |          |          |       |             |
    |__|__________|___________|__________|__________|_______|_____________|

The proxies received were:
     _____________________________________________________________________________
    |  |Resolution| Total For |Percentage|     Total|Abstain|   Open  |Total Proxy|
    |  |          |           |    in    |   Against|       |         |  Votes,   |
    |  |          |           |  favour  |          |       |         |   inc.    |
    |  |          |           |          |          |       |         | abstains  |
    |__|__________|___________|__________|__________|_______|_________|___________|
    |2.|Scheme    |265,629,053|   87.49% |36,889,461|600,367|1,087,168|304,206,049|
    |  |Resolution|           |          |          |       |         |           |
    |__|__________|___________|__________|__________|_______|_________|___________|

 



SOURCE  Aurora Oil & Gas Limited 
Investors: Jon Stewart Executive Chairman Aurora Oil & 
Gas Ltd Tel: +61 8 9380 2700 
Media: Shaun Duffy FTI Consulting Tel: +61 8 9485 8888 Mob: 
+61 404 094 384 Shaun.Duffy@fticonsulting.com 
Head Office Level 1, 338 Barker Road, Subiaco, WA 6008, Australia PO Box 20, 
Subiaco, WA 6904 T +61 8 9380 2700, f + 61 8 9380 2799, 
einfo@auroraoag.com.au  Houston Aurora USA Oil & Gas, Inc. a subsidiary of 
Aurora Oil & Gas Limited 1200 Smith Street, Suite 2300, Houston TX 77002-5500 
T + 1 713 402 1920, f + 1 713 357 9674 
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CO: Aurora Oil & Gas Limited
NI: OIL  
-0- May/21/2014 04:51 GMT
 
 
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