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To: Andrew~ who wrote (12757)

5/1/2015 8:13:07 AM

From: Andrew~

Read Replies (1) | Respond to of 202904

MEI-V Manitok Energy Inc. Announces the Execution of Asset Purchase Agreement for the Acquisition of 1,800 boe/d of Production and a 25,000 bbls/d Fluid Processing Facility in Southern Alberta

CALGARY, ALBERTA--(Marketwired - May 1, 2015) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES OF AMERICA.

Manitok Energy Inc. (the "Corporation" or "Manitok") (TSX VENTURE:MEI) is pleased to announce that it has entered into an asset purchase agreement with a public Alberta-based resource company for the acquisition of approximately 1,800 boe/d of production (66% oil and liquids) and a related 25,000 bbls/day fluid processing facility in the Wayne area of southeast Alberta (the "Wayne Assets") for total cash consideration of $61.5 million prior to transaction costs and customary closing adjustments (the "Proposed Acquisition"). Closing of the Proposed Acquisition is anticipated to occur on or about June 1, 2015. Manitok anticipates financing the Proposed Acquisition with approximately $47.0 million primarily from a production volume royalty of approximately 6% of Stolberg production through a private royalty income trust company and up to $20.0 million of infrastructure based facility financing.

The Wayne Assets are just 14 km due east of Manitok's Entice property which provides significant synergies in regards to Manitok's growth strategy, future facility capital requirements and field operations. There are 67,712 acres (99.5% average working interest) of total land with full 3D seismic coverage. The lands consist of freehold mineral rights, held by a public royalty company with an established relationship with Manitok.

Based on a significant amount of well control, the reservoir characteristics of the identified Lithic Glauconitic ("Glauc") and Basal Quartz ("BQ") prospective drilling opportunities associated with the Wayne Assets are similar to the reservoir characteristics in Manitok's Carseland area. The addition of the Wayne Assets will provide scalable horizontal well development where there is significant well control and approximately 1,400 km2 of 3D seismic.

Manitok will add approximately 75 BQ and 51 Glauc horizontal drilling locations to its inventory. Within that total, there are a subset of 30 Glauc and 21 BQ horizontal drilling locations within an 8 km radius of the facility that could be quickly tied into the facility through existing infrastructure with limited cost. Combined with Entice, Manitok will have approximately 137 BQ and 159 Glauc horizontal drilling locations in its core area.

The Wayne facility will significantly reduce Manitok's reliance on third party facilities and transportation systems. The facility is capable of processing 25,000 bbls/d of fluid and is directly tied into the Inter Pipeline Fund ("IPF") Central Alberta Pipeline with 6,600 bbls/d of oil capacity which is expandable. It can handle 26,000 bbls/d of water disposal and has acid gas disposal capacity of 4.4 MMcf/d which can be expanded to 15 MMcf/d.

The Proposed Acquisition has the following characteristics:

Production (1)	1,800 boe/d (66% oil and liquids)
Total Proved Reserves (all PDP) (2)	2,710 mboe
Total Proved plus Probable Reserves (2)	3,577 mboe
Undeveloped Land	49,728 acres

(1)

Based on June 2015 expected production, estimated by management of Manitok.

(2)

Based upon an independent engineering evaluation prepared by McDaniel & Associates Consultants Ltd. effective December 31, 2014 using GLJ Petroleum Consultants December 31, 2014 price forecast ("McDaniel Report"). The McDaniel Report evaluated the oil, NGL and natural gas reserves attributable to the assets. The McDaniel Report is an excerpt from an area report and has been prepared in accordance with Canadian Oil and Gas Evaluation Handbook and National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities.

The 126 lower Mannville horizontal drilling locations identified by Manitok on the associated lands are not booked in the McDaniel Report.

Acquisition Metrics

The acquisition metrics are presented net of the undeveloped land value.

Net purchase price of reserves(1)	$55.5 million
Current production(2)	$30,833/boe/d
Total Proved Reserves(3)	$20.48/boe
Total Proved plus Probable Reserves (3)	$15.52/boe

(1)	The net purchase price assumes a value of $6.0 million for undeveloped land.
(2)	Based on June 2015 expected production, estimated by management of Manitok.
(3)	Based on the McDaniel Report.

Financial Advisors

Integral Capital Markets and National Bank Financial Inc. acted as joint financial advisors to Manitok on the Proposed Acquisition and financing.

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