TransAtlantic and Mustafa Mehmet Corporation ("MMC") have entered into a definitive share purchase agreement. The Purchase Agreement follows the Option Agreement the Company entered into on November 8, 2011 and the subsequent exercise of the option on February 10, 2011. Under the Purchase Agreement, MMC agreed to sell, and TransAtlantic Worldwide agreed to purchase, all of the shares of Thrace Basin Natural Gas Turkiye Corporation ("TBNG").
Under the terms of the Purchase Agreement, TransAtlantic Worldwide or its assigns will acquire all of the shares of TBNG in exchange for the Company issuing 18.5 million of its common shares and for the transfer of certain overriding royalty interests (ranging from 1.0% to 2.5% of the working interests owned by TBNG on specified exploration licenses) to MMC or an affiliate.
TBNG and its sister company, Pinnacle Turkey, Inc. ("PTI"), currently produce an aggregate of approximately 25.0 million cubic feet of natural gas per day in the Thrace Basin region of northwestern Turkey and hold interests in approximately 600,000 net onshore acres and 360,000 net offshore acres in the Thrace Basin and approximately 305,000 net onshore acres in the Gaziantep region of southeastern Turkey. As previously announced, the Company expects that third party investors, including Valeura Energy Inc., will provide between $90.0 and $100.0 million in cash to acquire between approximately 59.5% and 65% of the current production and acreage owned by TBNG and PTI.
Closing of the transactions contemplated by the Purchase Agreement is expected to occur late in the second quarter of 2011 and is subject to, among other conditions, the receipt of consents from all required regulatory authorities, including the Competition Board of the Republic of Turkey.
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