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Cathedral Energy Services announces special meeting for conversion to agrowth-oriented corporation

Nov 17, 2009



CALGARY, Nov. 17 /CNW/ - Cathedral Energy Services Income Trust (the "Trust" - TSX: CET.UN) is pleased to announce that the Court of Queen's Bench of Alberta has issued an interim order with respect to the proposed plan of arrangement (the "Arrangement") between Trust and SemBioSys Genetics Inc. ("SemBioSys" - TSX: SBS). A special meeting of the Trust's unitholders is scheduled for 9:00 a.m. on Friday, December 18, 2009 in the Royal Meeting Room of the Metropolitan Conference Centre, 333 - 4th Avenue S.W., Calgary, Alberta. The record date for this special meeting has been set at November 16, 2009. At such meeting, unitholders will be asked to approve the Arrangement.

The information circular and related proxy forms are expected to be mailed to unitholders on or about November 20, 2009 and will also be available on SEDAR at The Arrangement is subject to the approval of the Court of Queen's Bench of Alberta and of not less than 66 2/3% of the votes cast by Trust unitholders and the holders of securities of SemBioSys at their respective meetings. The closing of the Arrangement is expected to occur on or about December 18, 2009.

The Board of Trustees eligible to vote have concluded that the Arrangement is fair to unitholders and is in the best interest of the Trust and the unitholders. As such, the Board recommends that unitholders vote in favour of the resolution approving the Arrangement.


This news release contains certain forward-looking statements and forward-looking information (collectively referred to herein as "forward-looking statements") within the meaning of applicable Canadian securities laws. All statements other than statements of present or historical fact are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "anticipate", "believe", "plan", "intend", "objective", "continuous", "ongoing", "estimate", "expect", "may", "will", "project", "should" or similar words suggesting future outcomes. In particular, this news release contains forward-looking statements relating to: the Arrangement and the expected benefits thereof; future financial position; results of operations; dividends; tax pools and the availability of such tax pools; taxes; plans and objectives; access to capital; liquidity and trading volumes; projected costs; business strategy and anticipated benefits of the Arrangement; capital expenditures; financial results; future cash flows; value and debt levels; future tax basis and the treatment of the Trust and the Trust Unitholders under tax laws. The Trust believes the expectations reflected in such forward-looking statements are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements should not be unduly relied upon.

Various assumptions are typically applied in drawing conclusions or making the forecasts or projections set out in forward-looking statements. Those assumptions and factors are based on information currently available to the Trust, including information obtained from third party industry analysts and other third party sources. In some instances, material assumptions and factors are presented elsewhere in this news release in connection with the forward-looking statements. You are cautioned that the following list of material factors and assumptions is not exhaustive. Specific material factors and assumptions include, but are not limited to:

    -  the performance of the Trust's businesses, including current business
       and economic trends;
    -  the ability of the Trust to obtain products, raw materials, equipment,
       services and supplies in a timely manner to carry out its activities;
    -  the ability of the Trust to market its products and services
       successfully to existing and new customers;
    -  the ability of the Trust to obtain financing on acceptable terms;
    -  currency, exchange and interest rates;
    -  the completion of the Arrangement and utilization of the tax basis by
       the Trust's successor corporation;
    -  the passage of certain Canadian federal legislation respecting SIFTs;
    -  the timely receipt of required regulatory approvals; and
    -  a stable competitive environment.


Forward-looking statements are not a guarantee of future performance and involve a number of risks and uncertainties some of which are described herein. Such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause the Trust's actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include: inability to obtain required consents, permits or approvals, including the Final Order of the Court approving the Arrangement, approval of the Trust unitholders or the SemBioSys securityholders; the uncertainties associated with the availability and amount of the tax pools, third party credit risk relating to obligations of SemBioSys and the other risks identified in this news release and in the Trust's AIF under the heading "Risk Factors". Any forward-looking statements are made as of the date hereof and, except as required by law, the Trust assumes no obligation to publicly update or revise such statements to reflect new information, subsequent or otherwise.

All forward-looking statements contained in this document are expressly qualified by this cautionary statement. Further information about the factors affecting forward-looking statements is available in the Trust's current Annual Information Form and Annual Report which have been filed with Canadian provincial securities commissions and are available on


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For further information: Requests for further information should be directed to: Mark L. Bentsen, President and Chief Executive Officer or P. Scott MacFarlane, Chief Financial Officer, Cathedral Energy Services Ltd., 1700, 715 - 5th Avenue S.W., Calgary, Alberta, T2P 2X6, Telephone: (403) 265-2560, Fax: (403) 262-4682,

Cathedral opens a 36,000 square foot full service operation facility in Oklahoma City, Oklahoma and Estevan, Saskatchewan operations migrate to Emerald Park, Saskatchewan.