RNS Number : 9525Y
Petrolatina Energy PLC
14 July 2008
14 July 2008
PetroLatina Energy Plc
("PetroLatina" or the "Company")
Update on Financing - Completion of Final US$15 million Tranche
of a total US$25 million Investment
PetroLatina, the oil and gas exploration and production company focused on Colombia, with additional interests in Guatemala, is pleased
to announce that, following the announcement made on 19 May 2008, Tribeca Oil and Gas, Inc. ("TOGI"), a portfolio investment company of
Tribecapital Partners S.A. ("Tribeca"), a Colombian Private Equity Firm, has now completed its total investment of US$25 million in the
Company.
TOGI initially invested US$10 million in the Company by way of convertible secured loan notes (the "Notes"). These Notes have today been
converted by TOGI into 5,890,080 new ordinary shares of US$0.50 each ("Ordinary Shares"), at a conversion price of �0.86 per Ordinary Share.
TOGI has today invested a further US$15 million in the Company by way of a subscription for 9,470,919 Ordinary Shares (the
"Subscription"). This represents an increase of 635,799 Ordinary Shares from the number of subscription shares referred to in the
announcement made on 19 May 2008, due to the issuance of shares in respect of certain historic contingent liabilities. Accordingly, TOGI has
today been allotted, in aggregate, 15,360,999 Ordinary Shares (the "TOGI Shares").
All related security held by TOGI relating to the Company and members of its group since 16 May 2008 has now been released.
As part of the consideration for the Subscription, TOGI has also been granted 1,875,260 warrants which are automatically exercisable,
for no additional consideration, into 1,875,260 Ordinary Shares if, and to the extent that, any exercise of the Company's existing
outstanding 3,482,625 warrants occurs.
As announced previously, the new funds will provide the Company with additional cash resources to meet certain outstanding liabilities
and fund its ongoing work programme in Colombia. The Company is embarking on a promising development and exploration programme over the next
few months, and currently intends to commence drilling a minimum of four wells during the remainder of 2008.
Following completion of the Subscription, TOGI now holds Ordinary Shares representing, in aggregate, a 35 per cent interest in the
Company. The transaction represents an investment by TOGI at a price of �0.73 per share on a fully diluted basis, or �0.83 per share on an
issued share capital basis.
Luc Gerard and Ciro Mdez, representatives of Tribeca, have joined the Company's board as Executive Chairman and Non-executive Director
respectively, with immediate effect. Accordingly, Greg Smith, the Company's current Executive Chairman, has agreed to step down from the
board with immediate effect.
Mr Luc Mputu Nyafe Gerard, aged 37, graduated from ICHEC, Brussels Business School, Belgium in 1995 with a Bachelor of Science degree in
Civil Engineering specialising in emerging markets and manufacturing in the developing world. He also holds a Masters Degree in Business
Administration from IMD, Lausanne, Switzerland. Since graduating, Mr Gerard has principally been involved in production and marketing and
has held various positions in the areas of general management, mergers and acquisitions, business development and strategic planning, both
in Colombia and other Latin American countries, as well as in the United States and Europe. He was President of Philip Morris' Colombian
operations and has held various roles with this multinational group in Latin America, Europe and the United States. Mr Gerard has also
worked for Caterpillar, Merrill Lynch and ING. In 2006, he founded Tribeca, which was Colombia's first private equity fund and currently
acts as its President. He is highly respected within Colombia's business community.
Mr Ciro Alberto Mdez Sampayo, aged 33, graduated from the Universidad de Los Andes, Bogot, Colombia in 1999 with a Bachelor of Science
in Industrial Engineering. He also holds a Masters Degree in Business Administration from Columbia Business School in New York. Since
graduation, Mr Mdez has held various roles in the public sector and industry, including Financial Analyst at the Department of National
Planning in Colombia, Corporate Finance Associate with Genispace Inc. in New York and a Strategic Planning Manager at Insercams Ltda.,
Colombia. More recently, he worked for KPMG as a Senior Supervisor in their Corporate Finance Department in Colombia, where he specialised
in advising multinational corporations on M&A engagements in Latin America and in structuring Public Private Partnership (PPP) projects,
particularly in the infrastructure sector. He is currently an Investment Manager at Tribeca, which he joined in 2007.
Greg Smith, Executive Chairman of PetroLatina, today commented:
"The significant investment by Tribeca secures the future of the Company and provides essential funding for the planned programme of
exploration and appraisal wells.
I welcome the appointment of Luc and Ciro to the board and believe that they will be great assets to the Company, not only in relation
to the development of its existing assets, but also as it furthers its relationships throughout Colombia."
Luc Gerard, President of Tribeca, today commented:
"We're delighted to have secured a substantial stake in PetroLatina. The Company has positive cash flow and a specific investment plan
to increase production through development wells and drill exploration wells in blocks such as La Paloma, that show tremendous reserves
potential. Additionally, the Company has the capability to transport a much larger throughput with respect to its Rio Zulia - Ayacucho
pipeline in the event that production from the R Zulia or Tibelds increases as currently anticipated by Ecopetrol. Accordingly, we believe
that the Company has tremendous potential for increasing shareholder value.
On behalf of the Board, I would like to thank Greg for his outstanding contribution to the Company and wish him well in his future
endeavours. He leaves the Company in an excellent position as a fully funded exploration and production concern with exciting prospects for
the future."
Acquisition of Petroleos del Norte S.A. ("PDN")
Further to the announcement made on 19 May 2008, the final balancing cash payment of US$4.5 million that is due to the vendors of PDN
will shortly be made from the proceeds of the Subscription.
In addition, 294,504 Ordinary Shares (the "Fee Shares") have today been allotted to Dignam Holdings Corporation in respect of finders
fees due on the successful introduction of Tribeca to the Company, and a further 739,573 Ordinary Shares (the "Interest Shares") to the
vendors of PDN in lieu of interest due to them on the aforementioned outstanding US$4.5 million payment.
Furthermore, 380,769 Ordinary Shares (the "Compensation Shares") have today been allotted to Greg Smith in part settlement of his
compensation entitlement on loss of office and 800,000 Ordinary Shares (the "Macquarie Shares") to Macquarie Bank Limited in full and final
settlement of historic liabilities owed to them.
Following the issuance of the abovementioned shares, Greg Smith and entities in which he has a beneficial interest are now interested,
in aggregate, in 3,920,769 Ordinary Shares representing approximately 8.9 per cent. of PetroLatina's enlarged issued share capital. The
vendors of PDN are interested, in aggregate, in 3,784,872 Ordinary Shares representing approximately 8.6 per cent. of PetroLatina's enlarged
issued share capital, of which Juan Carlos Rodriguez, a director of the Company, has a beneficial interest in 1,249,000 Ordinary Shares,
with his family having a beneficial interest in 2,535,872 Ordinary Shares.
Following the issue of the TOGI Shares, Fee Shares, Interest Shares, Compensation Shares and Macquarie Shares mentioned above, the
Company's issued share capital will consist of 43,888,569 Ordinary Shares with voting rights. PetroLatina does not hold any Ordinary Shares
in Treasury and accordingly there are no voting rights in respect of any treasury shares.
Application will be made to the London Stock Exchange for admission of the above mentioned TOGI Shares, Fee Shares, Interest Shares,
Compensation Shares and Macquarie Shares to trading on AIM. It is expected that admission will take place and that dealings in the TOGI
Shares, Fee Shares, Interest Shares, Compensation Shares and Macquarie Shares will commence at 8.00 a.m. on Friday 18 July 2008.
The aforementioned figure of 43,888,569 Ordinary Shares may be used by shareholders in the Company as the denominator for the
calculations by which they will determine if they are required to notify their interest in, or change to their interest in, direct and
indirect holdings of voting rights in PetroLatina under Chapter 5 of the Financial Service Authority's Disclosure and Transparency Rules.
Enquiries:
PetroLatina Energy Plc
Juan Carlos Rodriguez, Interim Chief Executive Tel: +57 1627 8435
Officer
Pawan Sharma, Executive Vice President - Corporate Tel: +44 (0)207 808 4851
Affairs
Strand Partners Limited
Simon Raggett / Matthew Chandler Tel: +44 (0)20 7409 3494
Financial Dynamics
Ben Brewerton / Susan Quigley Tel: +44 (0)20 7831 3113
Additional Information on the Director Appointments:
Mr Gerard is currently a director or partner of the following companies or partnerships:
Grupo EMI
Ondademar
Tribeca Partners
Compania Argentina de Dise
Mr Gerard has held the following former directorships within the past five years:
La Riviera SA
Metlenpharma SA
Apartment SA
Belgaqueen SA
La Nota Economica SA
Mr Mdez is currently a director of the following companies:
Insercams Ltda.
Axede SA
Mr Mdez has held the following former directorships or partnerships within the past five years:
None.
There is no further information required to be disclosed in accordance with Schedule Two paragraph (g) of the AIM Rules in relation to
either Mr Gerard or Mr Mdez.
Additional Information on PetroLatina Energy Plc:
PetroLatina Energy Plc (AIM: PELE), formerly known as Taghmen Energy Plc, was founded in 2004. The Company is presently focused on
Colombia after the sale of its assets in Guatemala in which it retains a 20% interest in the first three wells and a 20% working interest in
future wells. In Colombia, the Company holds 40% and 20% interests in the Los Angeles and Santa Luc fields on the Tisquirama licence,
respectively, and a 100% interest in the DoMar field which together provided a daily production of approximately 350 barrels per day in the
year to 31 December 2007. In November 2007 the Company secured the extension of the Tisquirama licence for the economic life of the fields.
In April 2006 the Group acquired an interest in two exploration blocks with an 85% interest in Midas and an 80% interest in La Paloma.
PetroLatina also owns the R Zulia-Ayacucho pipeline in the prolific Catatumbo basin which transports crude oil. Present
exploration/exploitation activities in this area should increase the volume of the crude oil resulting in an increased cash flow. Further information is available on the Company's website (www.petrolatinaenergy.com).
About Tribecapital Partners S.A.:
Tribeca Fund I, FCP, is a Colombian private equity fund managed by Tribecapital Partners S.A. The fund has total investment commitments
of US$135 million, from multilateral investors and institutional investors in Colombia such as pension and severance pay funds. Further
information is available on Tribeca's website (www.tribeca.com.co).
This information is provided by RNS
The company news service from the London Stock Exchange
END
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