Serabi/Kenai -- summary under Canadian Buyco

Overview

Under a B.C. plan of arrangement, shareholders of Kenai will receive ordinary shares (and no deferred shares) of Serabi (representing an 87% premium). The Kenai shares will be acquired by Subco prior to Kenai and Subco amalgamating, with Amalco being a wholly-owned subsidiary of Serabi. Kenai shareholders will hold approximately 19.82% of Serabi's fully diluted shares outstanding. Serabi will lend up to US$2.75M to Kenai before the effective date of the arrangement to fund obligations of, and work on, Kenai's Brazilian property.

Chalice/Coventry -- summary under Asset sale/share distribution

Overview

Under a BC Plan of Arrangement, Coventry is to transfer most of its subsidiaries (the "Targets") to Western Rift (a subsidiary of Chalice) in consideration for Chalice shares, which Coventry will then transfer to its shareholders as a stated capital distribution. The Arrangement is expected to result in the Coventry shareholders holding 15.46% of the Chalice shares, and in Coventry holding only cash and a project in Alaska.

Gallic/Petromanas -- summary under Triangular Amalgamations

General

Proposal for all the shareholders of Gallic to become shareholders of Petromas and for Gallic to be amalgamated with AcquisitionCo. The Petromanas shares to be received are estimated to represent a value of $0.07 per Gallic share, representing an 11% premium based on the 10-day pre-announcement VWAP of Petromas shares on the TSXV.

Plan of Arrangement

Under an Alberta Plan of Arrangement:

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