Centillion has guaranteed the obligations of its subsidiary under the agreement. Peninsula Merchant Syndications Corp. assigned it rights under the previously announced letter of understanding with the Company to Centillion. The assignment was subject to Bankers' consent, which was granted upon execution of the agreement with Centillion.
Bankers will continue as operator of all programs on the Palo Duro lands.
The total consideration to be paid for the acreage is unchanged:
US$19.5 million, of which a minimum of US$15.0 million will be in cash. Centillion is entitled to elect prior to closing to satisfy up to US$4.5 million of the purchase price through the issuance of securities of Centillion, having an ascribed maximum value of CDN$0.35 per security.
Completion of the transaction is subject to certain conditions, including, but not limited to completion of a CDN$40 million equity financing by Centillion and approval of the TSX Venture Exchange. Subject to obtaining all necessary approvals, the transaction is expected to close in May 2007. Bankers is entitled to terminate the agreement and retain a non-refundable deposit if all conditions to closing have not been fulfilled on or before May 29, 2007.
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