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Published on 6/24/2014 in the Prospect News PIPE Daily.

Aspenleaf to buy $3 million shares of company to be spun off from Arcan

Placement part of transactions that will give Aspenleaf 100% of Arcan

By Angela McDaniels

Tacoma, Wash., June 23 – Aspenleaf Energy Ltd. will subscribe for C$3 million shares of a new junior oil and gas exploration and production company to be spun out to Arcan Resources Ltd. shareholders.

The new company will hold 12.5% of Arcan's interest in the Swan Hills oil and gas assets.

Aspenleaf will pay C$0.43 per share and will receive 0.1 warrant per share purchased.

Each whole warrant will be exercisable for nine months for one share at an exercise price of C$0.43.

The private placement is part of a plan of arrangement under which each common share of Arcan will be exchanged for one common share of the new company and 0.1 warrant. Once the arrangement is completed, Arcan’s share capital is reorganized and Arcan’s debt is recapitalized, Aspenleaf will hold all shares of Arcan, which will retain 87.5% of its interest in the Swan Hills oil and gas assets.

The transaction is subject to the receipt of court approval, approval by Arcan's shareholders and debentureholders and the receipt of all necessary regulatory approvals.

Arcan Resources is an oil and natural gas exploration and production company based in Calgary, Alta.

Issuer:New company to be spun off from Arcan Resources Ltd.
Issue:Common stock
Amount:C$3 million
Price:C$0.43
Warrants:0.1 warrant per share purchased
Warrant expiration:Nine months
Warrant strike price:C$0.43
Investor:Aspenleaf Energy Ltd.
Pricing date:June 23
Stock symbol:TSX Venture: ARN
Stock price:C$0.53 at close June 23
Market capitalization:C$51.87 million

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