Sintana Announces Amendment to Proposed Acquisition of Petroleum Exploration License Interests in Namibia
January 20 2022 - 7:35PM
Sintana Energy Inc. (TSXV: SEI) (the “
Company” or
“
Sintana”) announces today that it has entered
into an amendment agreement dated January 20, 2022 (the
“
Amendment Agreement”) with respect to its
previously announced proposed acquisition (the
“
Acquisition”) of a 49% interest in all of the
issued and outstanding shares of Inter Oil (Pty) Ltd.
(“
Inter Oil”) from Grisham Assets Corp.
(“
Grisham”). As previously announced, Inter Oil
indirectly holds a strategic portfolio of onshore and offshore
petroleum exploration license interests in Namibia.
The consideration for the Acquisition consists
of an aggregate of 34,933,333 common shares of the Company and a
cash payment in the amount of US$4,000,000 (the “Cash
Payment”), in connection with which the Company originally
had the option (the “Deferral Option”) to fund the
Cash Payment either entirely at closing or to defer US$1,000,000 of
the Cash Payment until a date up to 90 days following closing. The
Company previously proposed to fund the Cash Payment through a
private placement of 33,600,000 common shares at a price of
Cdn$0.15 per share to raise aggregate gross proceeds of
Cdn$5,040,000 (the “Private Placement”).
Charlestown Energy Partners, LLC (“Charlestown”)
committed to subscribe for the common shares to be offered pursuant
to the Private Placement, conditional upon the concurrent
completion of the Acquisition and other standard closing conditions
(the “Closing Conditions”).
Pursuant to the Amendment Agreement, the Company
will now make a deposit to Grisham in the amount of US$500,000 (the
“Deposit”) by January 21, 2022, which it proposes
to raise by way of a private placement providing for the issuance
of up to 8,547,000 common shares at a price of US$0.117 per share
(or a deemed price of Cdn$0.15 per share based on a deemed exchange
rate of US$0.78=Cdn$1.00) (the “Interim
Financing”). Charlestown has committed to purchase a
minimum of 4,273,505 common shares pursuant to the Interim
Financing (the “Commitment Amount”). The Deposit
is non-refundable other than in certain limited circumstances, and
will be credited against the Cash Payment due at closing of the
Acquisition. The Company proposes to raise the balance of the Cash
Payment in the amount of US$3,500,000 (the “Balance
Amount”) by way of short form prospectus offering (the
“Public Offering”) instead of the previously
proposed Private Placement. In lieu of its prior commitment to
participate in the Private Placement, Charlestown has now committed
to purchase, directly or through its affiliates or assignees,
such number of common shares of the Company pursuant to the Public
Offering such that the Company will raise the Balance Amount,
subject to the Closing Conditions.
In addition to the foregoing, the Amendment
Agreement also provides for (i) the extension of the long stop date
for completion of the transaction until the date which is 45 days
following the earlier of January 24, 2022 and the date of receipt
by the Company of a receipt in respect of its preliminary
prospectus in connection with the Public Offering; (ii) the
cancellation of the Deferral Option; (iii) a right of first refusal
in favour of Sintana with respect to any proposed future sale by
Grisham of any shares it holds in Inter Oil; and (iv) an area of
interest provision with respect to any acquisitions of additional
petroleum properties by Grisham in Namibia, subject to certain
specified exceptions.
The completion of the Acquisition, Interim
Financing and Public Offering remain subject to various additional
conditions including the approval of the TSXV with respect to each
of the Acquisition and Interim Financing, the approval of the
applicable securities regulators with respect to the Public
Offering, the delivery and execution of satisfactory title opinions
and a shareholders agreement acceptable to Sintana, and the
completion of joint operating agreements and petroleum agreements
with third parties governing certain of the assets currently held
by Inter Oil. Accordingly, there can be no assurance that the
Acquisition, Interim Financing or Public Offering will be completed
upon the terms currently proposed or at all. For further details,
please refer to the press releases of Sintana dated September 15,
2021, November 15, 2021 and November 26, 2021, available on SEDAR
at www.sedar.com.
About Sintana
The Company is currently engaged in hydrocarbons
exploration and development activities in Colombia’s Magdalena
Basin. Sintana’s business strategy is to acquire, explore, develop
and produce superior quality assets with significant reserves
potential.
On behalf of Sintana Energy Inc.,
“Douglas G. Manner” Chief Executive Officer
For additional information regarding Sintana and
ongoing corporate activities, please visit the Company’s website at
www.sintanaenergy.com.
Corporate
Contact:Douglas G. MannerChief Executive OfficerTel:
832.279.4913 |
Corporate
Contact:Sean J. Austin Vice President Tel: 713.825.9591 |
|
|
Neither the TSX Venture Exchange nor its
regulation services provider has reviewed or accepted
responsibility for the adequacy or accuracy of this press
release.
Forward Looking Statements – Certain information
set forth in this news release may contain forward-looking
statements that involve substantial known and unknown risks and
uncertainties, including risks related to the satisfaction of all
outstanding closing conditions for the completion of the
Acquisition, Interim Financing and/or Public Offering, currency
risk, political and security risks relating to operations in
Namibia, availability of capital, permitting and land title issues,
the risks inherent in oil and gas exploration and development
activities, and such other risk factors as are set forth in the
Company’s continuous disclosure documents available on SEDAR from
time to time. These forward-looking statements are subject to
numerous risks and uncertainties, certain of which are beyond the
control of the Company. Readers are cautioned that the assumptions
used in the preparation of such information, although considered
reasonable at the time of preparation, may prove to be imprecise
and, as such, undue reliance should not be placed on
forward-looking statements. The Company disclaims any obligation to
update the forward looking statements contained herein other than
as required under applicable securities laws.
Sintana Energy (TSXV:SEI)
Historical Stock Chart
From Jun 2024 to Jul 2024
Sintana Energy (TSXV:SEI)
Historical Stock Chart
From Jul 2023 to Jul 2024