Manitok Energy Inc. (TSXV:MEI) entered into an arrangement agreement to acquire Craft Oil Ltd. from Cardinal Energy Ltd. (TSX:CJ), Point Loma Resources Ltd. (TSXV:PLX) and others for CAD 6.6 million on April 28, 2017. Under the terms of the agreement, Manitok will acquire all of the issued and outstanding common shares of Craft. Pursuant to the agreement, each Craft shareholder will receive such number of Manitok shares that is obtained by dividing CAD 6.6 million by the Manitok share price and dividing that number by the total issued and outstanding Craft shares. The parties agree that that the number of Manitok shares shall be held in escrow by the escrow agent pursuant to the terms of the escrow agreement for a period of 90 days following the closing of the transaction. Both the parties have agreed to a mutual break fee of CAD 0.25 million subject to certain conditions.

Upon closing of the transaction, the employment of all employees and officers of Craft will be terminated by Craft. The transaction is subject to court approval, regulatory approvals, approval of the TSX-V, third party approvals, execution of escrow agreement, conditional approval of the listing on the TSX-V of the Manitok shares, approval of Craft's Board of Directors and the approval of 66 2/3% of Craft shareholders. As of June 5, 2017, the transaction was approved by Craft Shareholders and the final order was granted by the Court of Queen's Bench of Alberta on June 6, 2017. Craft shall have, immediately prior to the closing, cash not less than the Interim Adjusted Craft Net Working Capital. Manitok shall have received resignations from the directors and officers of Craft and its subsidiaries. Holders of not greater than 5% of the outstanding Craft shares shall have validly exercised rights of dissent in respect of the arrangement that have not been withdrawn as of the closing of the transaction. There shall not be more than 217,502,790 Craft shares outstanding on the closing. All outstanding Craft options and Craft performance warrants shall have been exercised, cancelled or terminated before completion of the transaction. The shareholder meeting to approve the agreement is anticipated to be held on or about June 5, 2017. The Board of Directors of Craft have unanimously agreed to recommend the approval of the agreement. As part of the agreement, certain officers, directors and shareholders of Craft have entered into a share lock-up agreement for a total of approximately 14% of the total common shares outstanding for Craft. As of June 6, 2017, a total CAD 1 million Manitok shares out of the CAD 6.6 million Manitok shares were being held in escrow by the escrow agent until September 4, 2017 in connection with any potential post-closing adjustments and Craft was amalgamated with Manitok's wholly owned subsidiary and the amalgamated entity will carry on under the name of Raimount Energy Corp. The transaction is expected to close on or about June 6, 2017.

Sony Gill of McCarthy Tétrault LLP acted as legal advisor to Craft and Gregory Peterson of Gowling WLG (Canada) LLP acted as legal advisor to Manitok. Computershare Trust Company of Canada acted as depository and escrow agent to Manitok and Craft in the transaction.

Manitok Energy Inc. (TSXV:MEI) completed the acquisition of Craft Oil Ltd. from Cardinal Energy Ltd. (TSX:CJ), Point Loma Resources Ltd. (TSXV:PLX) and others on June 6, 2017.