VANCOUVER, March 2, 2017 /CNW/ - PMI Resources Ltd.
("PMI" or the "Company") (TSXV: PMI), is
pleased to announce that it has entered into an option agreement
effective February 28, 2017 (the "Option Agreement")
with Blue Pacific Assets Corp., ("Blue Pacific")
relating to the acquisition of 100% of the shares of Patagonia Oil
Corp. ("Patagonia").
PMI continues to prepare the necessary documents to complete the
Pentanova Energy Corp RTO and hopes to complete the acquisition in
the near future.
About Patagonia
Patagonia is a private corporation focused on oil and gas plays
in Argentina. Patagonia has
entered into preliminary agreements or letters of interest to
acquire several oil and gas exploration, development and producing
assets in Argentina (the
"Assets"). Patagonia is also currently in negotiations to
potentially acquire additional assets in Argentina. Details of the specific
acquisitions will be provided at later date upon receipt of reserve
reports in compliance with National Instrument 51-101 –
Standards of Disclosure for Oil and Gas Activities and the
finalization of necessary confidentiality provisions with respect
to the Assets.
Proposed Transaction
Pursuant to the Option Agreement, the Company has the right to
acquire all of the issued and outstanding shares in the capital of
Patagonia by paying: (i) U.S.$10,000
to Blue Pacific, (ii) reimbursing all documented reasonable
expenses incurred by Patagonia in connection to the negotiations
related to the Assets; and (iii) assuming all liabilities and
obligations of Patagonia in connection with the acquisition of the
Assets. Patagonia and Blue Pacific are both at arm's length
with the Company and are both incorporated under the laws of the
British Virgin Islands.
The Patagonia transaction is considered a Fundamental
Acquisition by the TSX Venture Exchange and therefore trading in
the common shares of the Company has been halted in accordance with
the policies of the Exchange and will remain halted until such time
as required documentation has been filed with and accepted by the
Exchange and permission to resume trading has been obtained from
the Exchange.
Neither the Exchange nor its Regulation Services Provider (as
that term is defined in policies of the Exchange) accepts
responsibility for the adequacy or accuracy of this news
release.
Forward-Looking Information
Except for the statements of historical fact, this news
release contains "forward-looking information" within the meaning
of the applicable Canadian securities legislation that is based on
expectations, estimates and projections as at the date of this news
release. The information in this news release about the
completion of the transactions contemplated by the Option Agreement
(the "Transaction"), and other forward-looking information includes
but is not limited to information concerning the intentions, plans
and future actions of the parties to the Transaction and the terms
of the Transaction.
Factors that could cause actual results to differ materially
from those described in such forward-looking information include,
but are not limited to, risks related to the Company's or
Patagonia's inability to satisfy a condition precedent to the
completion of the Transaction (including obtaining necessary
regulatory approvals and completion of financing required to
complete the Transaction), other risks related to completion of the
transaction and risks related to the inability of either of the
Company or Patagonia to perform its respective obligations under
the Transaction.
The forward-looking information in this news release reflects
the current expectations, assumptions and/or beliefs of the Company
based on information currently available to the Company. In
connection with the forward-looking information contained in this
news release, the Company has made assumptions about the Company's
ability to complete the Transaction and Patagonia's ability to
complete the acquisition of the Assets. The Company has also
assumed that no significant events occur outside of the Company's
normal course of business. Although the Company believes that the
assumptions inherent in the forward-looking information are
reasonable, forward-looking information is not a guarantee of
future performance and accordingly undue reliance should not be put
on such information due to the inherent uncertainty therein.
Any forward-looking information speaks only as of the date on
which it is made and, except as may be required by applicable
securities laws, the Company disclaims any intent or obligation to
update any forward-looking information, whether as a result of new
information, future events or results or otherwise.
SOURCE PMI Resources Ltd.