Canadian Natural Resources Limited (TSX:CNQ) entered into a definitive arrangement agreement to acquire Storm Resources Ltd. (TSX:SRX) for approximately CAD 770 million on November 9, 2021. Under the agreement, Canadian Natural Resources Limited agreed to acquire all of the issued and outstanding common shares of Storm for cash consideration of CAD 6.28 per Storm share. Canadian Natural Resources Limited will also assume Storm's total debt, working capital deficit and other monetary obligations of approximately CAD 186 million. The purchase price implies an enterprise value for Storm of approximately CAD 960 million including transaction related expenses and decommissioning obligations. The proposed transaction is to be completed by way of a plan of arrangement under the Business Corporations Act (Alberta). Upon closing of the transaction, the Storm shares will be de-listed from the TSX. The arrangement agreement provides for a non-completion fee of CAD 43.5 million, payable in the event that the transaction is not completed or is terminated in certain circumstances, including if Storm enters into an agreement with respect to a superior proposal or if the Board withdraws or modifies its recommendation with respect to the transaction. As of December 9, 2021. Storm Resources Ltd. announces that another leading independent proxy advisor, Glass Lewis, has recommended that shareholders of Storm vote FOR a special resolution approving the proposed plan of arrangement between Storm and Canadian Natural Resources Limited ("CNRL") pursuant to which shareholders will receive CAD 6.28 for each common share of Storm they hold at the upcoming special meeting (the "Meeting") to be held on December 15, 2021 at 10:00 a.m. This follows an earlier proxy advisory report from Institutional Shareholder Services, which also recommended Storm shareholders vote in favour of the proposed Arrangement.

The transaction is subject to various closing conditions, including receipt of court approval, approval by shareholders and holders of options of Storm at the meeting, holders of not greater than 5% of the outstanding Storm Resources shares shall have validly exercised Dissent Rights and certain regulatory approvals, including clearance under the Competition Act (Canada). The Board of Storm has unanimously determined that the arrangement is fair, from a financial point of view, to Storm shareholders and resolved to recommend that the securityholders vote in favour of the transaction. All of the directors and executive officers of Storm have entered into support agreements, agreeing to support the Transaction and vote an aggregate of approximately 12.6% of the outstanding Storm shares in favour of the transaction, subject to the provisions of such support agreements. Storm will seek approval of the transaction by its shareholders and holders of options at a special meeting expected to be held in December 2021. The shareholders and option holders of Storm voted to approve the transaction at a special meeting held on December 15, 2021. The Court of Queen's Bench of Alberta has also granted a final order approving the transaction. The transaction is expected to close in December 2021. The transaction does not materially impact the Canadian Natural Resources's balance sheet strength or liquidity position. Stifel FirstEnergy acted as exclusive financial advisor to Storm in connection with the transaction and has provided a verbal fairness opinion. Sony Gill, Ben Layton, Raveena Benipal, Sebastian Maturana, Julie Dâ Avignon, Gordon Masson, Allison Kuntz and Natasha Doelman of Stikeman Elliott LLP acted as legal counsel to Storm. William Jenkins of Dentons Canada LLP acted as legal counsel to Canadian Natural Resources Limited.