San Leon Clinches Acquisition of Gold Point Energy
Further to the announcement on February 16, 2009, San Leon Energy has completed the acquisition, of Gold Point Energy Corp. ("Gold Point" or "GPE").
As a result of the Transaction, the GPE international oil and gas portfolio will be added to San Leon's portfolio of properties, further enhancing its asset base.
Poland: Development of discovered fields plus exploration potential on trend with producing assets Development and exploration programs planned, starting with seismic reinterpretation.
- Block 106, Szczecinek (50% owner) northwest Poland, operated by Gas Plus. Targeting the previously discovered Czarne gas field, in addition to 11.3 million barrels and 15 BCF of potential oil and gas reserves. Estimated recoverable P50 reserves at the Czarne field 12.4 BCF. The field tested 10.1 MMCFGD from the Rotleigend sandstone at a depth of 3,100m (10,200 ft), but remains to be produced.
- Nowa Sol block (100%) 1,167 km2 (288,372 acres), located in western Poland, east of the city of Zielona Gora. Contains a potentially prolific oil trend within the underexplored Main Dolomite of the Zechstein formation. Smaller accumulations have already been discovered within this concession including several fields which are believed as having remaining recoverable reserves.
- Wschowa block, (100%) 1,078 km2 (266,380 acres), located in western Poland, to the north of the city of Glogow.
United States: Field Rehabilitation
- Hettinger County, North Dakota, 480 acres. Field rehabilitation aimed at targeting stranded reserves. The Urlacher #1-24 well previously produced 227,000 barrels of 40° API oil, 309,000 MCF of gas. 2-D seismic reinterpretation and shooting new 3-D seismic surveys are designed to further evaluate the field and design a drilling program
Argentina: Minimal production / field development
- Flor de Roca. 12.5% interest in existing and future production from the Flor de Roca oil field in the Rio Negro Province
The compnany has a 12.5% working interest earned via farm-in from Petrolera del Comahue in two producing wells in the Flor de Roca field, Rio Negro Province. Also ownership of an exclusive database of geologic and geophysical information pertaining to Argentina and an exclusive seismic study of the General Roca and Blanco de los Olivos blocks in Rio Negro Province which involved reprocessing and reinterpration of 3D seismic data over the blocks and surrounding areas.
The entire issued share capital of GPE has been acquired by San Leon (the "Transaction") pursuant to an agreement dated February 12, 2009 (the "Agreement") which was completed on June 5th 2009 (the "Effective Date"). The Transaction was completed as a plan of arrangement under the British Columbia Business Corporations Act.
Under the Transaction six (6) GPE shares are exchanged for one (1) SLE share (the "SLE Shares") at 16.5p per share, valuing GPE at £1.4m (in a fully diluted basis). GPE shareholders as of the Effective Date and pursuant to the terms of the Agreement were entitled to receive SLE Shares in two tranches of approximately 50% each. The first tranche of 3,804,208 SLE Shares (the "Consideration Shares") was issued on the Effective Date and are subject to a lock-in period of 12 months. The second tranche of the SLE Shares shall be issued on the first anniversary of the Effective Date, provided that all or a portion of the second tranche of SLE Shares may be cancelled in the event of a material breach of any representations, warranties or covenants of GPE under the Agreement.
A finders fee was agreed between GPE, SLE and Green Corporate Finance Limited, the total consideration for which is equivalent to the issue of 965,763 new San Leon ordinary shares (the "Finders Fee Shares").
Accordingly, application for admission to trading on AIM has been made today for 4,769,971 ordinary shares of €0.05 each in SLE (being the aggregate amount of Consideration Shares and Finders Fee Shares). Admission is expected to take effect on 12 June 2009.
Following the issue the Company has 278,599,338 ordinary shares in issue.
For the purposes of the Financial Services Authority's Disclosure and Transparency Rules, the company's total issued voting share capital at the date of this announcement, and following the above issue, consists of 278,599,338 ordinary shares of €0.05 each, each carrying the right to one vote.
There are no shares held in Treasury. The total number of voting rights in the Company is therefore 278,599,338.
The directors and officers of GPE have resigned and are being replaced by Oisin Fanning, the Chairman of San Leon. The GPE shares will be de-listed from TSXV.
Oisin Fanning, Chairman of San Leon commented:
We are delighted to have completed our first public transaction, and look forward to getting down to work, developing these assets towards monetization, where a concrete value will become transparent.
This acquisition has given us geographical and asset diversity; we now own assets in Morocco, Netherlands, Poland, the US and Argentina. More importantly, we are not dealing with pure exploration here: many of these assets have proven production histories. As this takes us a long way up the development chain, we believe that this transaction has materially enhanced San Leon's asset portfolio.