Exhibit 99.2
A DETAILED DESCRIPTION OF THE TRANSACTIONS DESCRIBED IN THIS LETTER OF TRANSMITTAL IS CONTAINED IN THE MANAGEMENT INFORMATION CIRCULAR DATED APRIL 18, 2019 (THE “INFORMATION CIRCULAR”) OF BELLATRIX EXPLORATION LTD. (“BELLATRIX”). CAPITALIZED TERMS USED BUT NOT OTHERWISE DEFINED HEREIN HAVE THE MEANINGS ASCRIBED TO THEM IN THE INFORMATION CIRCULAR.
THIS LETTER OF TRANSMITTAL MUST BE PROPERLY COMPLETED, DULY EXECUTED AND RETURNED TO THE DEPOSITARY, COMPUTERSHARE INVESTOR SERVICES INC. IT IS IMPORTANT THAT YOU PROPERLY COMPLETE, DULY EXECUTE AND RETURN THIS LETTER OF TRANSMITTAL ON A TIMELY BASIS IN ACCORDANCE WITH THE INSTRUCTIONS CONTAINED HEREIN.
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BELLATRIX EXPLORATION LTD.
LETTER OF TRANSMITTAL
FOR REGISTERED HOLDERS OF COMMON SHARES OF BELLATRIX EXPLORATION LTD.
Before completing this Letter of Transmittal, please carefully read the instructions set out below and the Information Circular. Computershare Investor Services Inc., as Depositary, or your broker or other financial advisor will be able to assist you in completing this Letter of Transmittal.
TO | BELLATRIX EXPLORATION LTD. |
AND TO: | COMPUTERSHARE INVESTOR SERVICES INC. (the “Depositary”) |
This letter of transmittal (the “Letter of Transmittal”) is for use by registered holders (“Shareholders”) of common shares (“Common Shares”) in the capital of Bellatrix in connection with the proposed plan of arrangement (the “Arrangement”) under the provisions of section 192 of theCanada Business Corporations Act(the “CBCA”) involving Bellatrix pursuant to which, among other things, the issued and outstanding Common Shares will be consolidated on the basis of one (1) Common Share (a “Post-Consolidation Share”) for every twelve (12) Common Shares outstanding immediately prior to the Effective Date (subject to rounding down for fractional shares) (the “Share Consolidation”).
This Letter of Transmittal is only to be used by registered Shareholders.
This Letter of Transmittal, properly completed and duly executed, or a manually-executed facsimile hereof, together with all other required documents, including any certificate or certificates representing the Common Shares (“Certificates”), must be submitted in accordance with the instructions contained herein in order for a Shareholder to receive the Post-Consolidation Shares such Shareholder is otherwise entitled to under the Arrangement. If the Arrangement is completed, Certificates formerly representing Common Shares on apre-Share Consolidation basis will represent Post-Consolidation Shares prior to the exchange of such Certificates in accordance with a duly completed Letter of Transmittal.
Registered Shareholders who do not forward to the Depositary a properly completed Letter of Transmittal (together with any Certificates and all other required documents) will not receive the Certificates or direct registration statements (“DRS Statements”) representing the Post-Consolidation Shares to which they are otherwise entitled and also will not be recorded on the registers of Post-Consolidation Shares until proper delivery is made.
No fractional Post-Consolidation Shares shall be issued in connection with the Arrangement. With respect to fractional Post-Consolidation Shares that would otherwise be issuable to a Shareholder under the Arrangement, the entitlement of such Shareholder will be rounded down to the nearest whole number of Post-Consolidation Shares. No compensation will be issued to Shareholders as a result of rounding down, and no cash shall be paid for fractional shares. Any registered Shareholders of 11 or fewer Common Shares prior to the date of the Share Consolidation will not receive any Post-Consolidation Shares.
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