Clear Mountain Advances Debt Financing for Acquisition of Osage Property
January 23 2014 - 5:17PM
Marketwired
Clear Mountain Advances Debt Financing for Acquisition of Osage
Property
VANCOUVER, BRITISH COLUMBIA--(Marketwired - Jan 23, 2014) -
Clear Mountain Resources Corp. ("Clear Mountain" or the "Company")
(TSX-VENTURE:CY) announces that negotiations for the debt portion
of the financing to complete the Company's proposed acquisition of
certain oil and gas assets situated in Osage County, Oklahoma (the
"Acquisition") as more particularly disclosed in the Company's news
releases of November 5, 2013 and December 13, 2013 are advancing
with a known financial institution in the United States.
The Company is seeking a senior secured first lien credit
facility of up to US$200 million (the "Credit Facility"), with an
initial borrowing base commitment of up to US$57 million (the
"Initial Borrowing Base"), with a syndicate of banks and other
financial institutions. It is anticipated that US$50 million of the
Initial Borrowing Base will be available for the funding the
Acquisition, subject to conditions and certain hedge requirements,
with the flexibility to increase the Initial Borrowing Base from
time to time to fund additional acquisitions, capital expenditure
programs and general corporate purposes including letters of credit
and working capital, subject to lenders' consent. The Credit
Facility is expected to be for a term of four years and bear
interest at LIBOR plus the applicable margin or Base Rate plus the
applicable margin, all to be defined in the formal credit
documentation. The Credit Facility will also be secured by a
perfected first priority mortgage, security interest and assignment
of production covering the Company's oil and gas properties and
associated assets and all other personal property of the Company.
Completion of the Credit Facility will be subject to numerous
conditions precedent including, but not limited to, completion of
satisfactory due diligence, title opinions and formal
documentation, the Company having received a minimum of US$70
million in equity financing to fund, among other things, the
balance of the purchase price of the Acquisition, the domestication
of the Company from British Columbia to Delaware as announced on
January 6, 2014 and closing of the Acquisition. A cash arrangement
fee will also be payable in connection with the Credit Facility in
accordance with industry standards.
About Clear Mountain
Clear Mountain Resources Corp. is a junior mineral resource
exploration company with its head office in Vancouver, British
Columbia, Canada. The Company's principal business is the
identification, evaluation and acquisition of mineral, oil and gas
properties, and the subsequent exploration and operation
thereof.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
This news release contains forward-looking statements, which
relate to future events or future performance and reflect
management's current expectations and assumptions. Such
forward-looking statements reflect management's current beliefs and
are based on assumptions made by and information currently
available to the Company. Readers are cautioned that these forward
looking statements are neither promises nor guarantees, and are
subject to risks and uncertainties that may cause future results to
differ materially from those expected. Specifically, the
Acquisition is subject to numerous conditions precedent to closing
including the completion of a satisfactory due diligence and title
review by the Company and regulatory approvals. There are no
assurances that all conditions precedent will be satisfied or
waived or that the purchase and sale of the Osage Property will be
successfully completed on the terms and conditions contemplated
herein or at all. Additionally, the purchase and sale of the Osage
Property is subject to the Company completing a concurrent
financing of not less than US$108 million on or before January 31,
2014 and there are no assurances that the Company will be
successful in raising such capital to complete the Acquisition
including, but not limited to, the Credit Facility on commercially
reasonable terms or at all. All of the forward-looking statements
made in this news release are qualified by these cautionary
statements and those made in our Canadian continuous disclosure
filings available on SEDAR at www.sedar.com. These forward-looking
statements are made as of the date hereof and the Company does not
assume any obligation to update or revise them to reflect new
events or circumstances save as required under applicable
securities legislation.
Clear Mountain Resources Corp.Richard BarthPresident and Chief
Executive Officer(918)
213-0294rbarth@clearmountainresources.comwww.clearmountainresources.com