Merger consideration elections with respect to Encore shares pursuant to the notice of guaranteed delivery procedure require the delivery of Encore stock certificates representing such shares (or a confirmation evidencing the book-entry transfer of such shares) to the exchange agent, BNY Mellon Shareowner Services, by 5:00 p.m. Eastern Standard Time on March 5, 2010. If the exchange agent does not receive the required certificates or confirmation of transfer by this guaranteed delivery deadline, the Encore shares subject to such election will be treated as shares for which no valid election was made.
Based on the preliminary information above and the terms of the merger agreement, and assuming for purposes of these calculations that the number of issued and outstanding shares of Encore common stock immediately prior to the merger equals the number of shares outstanding on the record date:
The final results of the merger consideration elections are expected to be announced on or about March 9, 2010. Pursuant to the merger agreement between Denbury and Encore, fractional shares of Denbury common stock will not be issued. In lieu thereof, Encore stockholders will receive cash for their fractional share interests based on the closing price of Denbury common stock on the business day immediately prior to the closing of the merger.