Ryland Purchases Royalties, North Dakota Acreage
Ryland Oil Corporation announced the following:
Agreements with Eternal Energy Corp.
Ryland has entered into an agreement with Eternal Energy to purchase a 5% gross overriding royalty on production from all of the petroleum and natural gas leasehold acreage held by Ryland's wholly owned subsidiary, Pebble Petroleum in southeast Saskatchewan. In return for the Eternal Royalty, Ryland will (i) pay to Eternal US $3 million in cash on June 1, 2010, to be secured by placing title to 60% of the Eternal Royalty into escrow on closing; (ii) issue to Eternal 2,145,883 common shares of Ryland at a deemed price of CDN$0.36 per share; and (iii) transfer to Eternal's Canadian subsidiary a 100% working interest in and to approximately 4,500 acres of Crown leases located in the Hardy area of southeastern Saskatchewan. The Hardy Prospect includes one well which was drilled by Ryland and put into production but was shut in due to mechanical problems. Closing of the transactions is subject to a number of conditions, including acceptance by the TSX Venture Exchange. Closing will take place on the later of April 7, 2010 and three business days after TSXV acceptance.
Ryland's US wholly-owned subsidiary, Rover Resources, Inc., has also entered into an agreement with Eternal to purchase Eternal's 10% working interest in and to approximately 700 net acres of petroleum and natural gas leases located in northern North Dakota. Ryland owns the other 90% working interest in the acreage. The purchase price is US $1 million in cash, payable at closing. The purchase of the acreage will be completed concurrently with the completion of the purchase of the Eternal Royalty.
These agreements with Eternal supersede the agreement between Ryland and Eternal dated November 25, 2009 pursuant to which Ryland was to purchase all of the outstanding shares of Eternal's common stock in exchange for Ryland shares. That agreement has been terminated by mutual agreement.
Agreement to Acquire Additional Royalty
Ryland has entered into an agreement with a royalty holder to acquire a 1% overriding royalty on production from all of the petroleum and natural gas leasehold acreage held by Ryland's wholly owned subsidiary, Pebble Petroleum, in southeast Saskatchewan. The royalty is reducible to 0.5% linked to Saskatchewan Crown royalty holiday regulations. Ryland has agreed to pay US $1 million in cash for the royalty. The transaction is expected to close within 45 days. The seller will continue to hold a 1% overriding royalty on production from Pebble Petroleum's southeast Saskatchewan properties.
On November 26, 2009 the Company also announced an agreement to purchase a 3% overriding royalty from Fairway Exploration LLC, the completion of which is pending. Upon completion of all of these acquisitions, Ryland will have acquired 9% out of the 12% royalty burdens currently held on Pebble Petroleum's southeast Saskatchewan properties, thereby giving Ryland the ability to significantly improve the economics of Pebble's production from the properties. In addition, Ryland will hold these royalties on production from the Hardy acreage it is selling to Eternal and from the interests held by third parties in Pebble's acreage.
Ryland proposes to finance the acquisitions described above in part through a $3.5 million loan. The loan is for a term of one year and will bear interest at a rate of 10% per annum, calculated annually and payable quarterly. The loan will be secured by a second mortgage and charge on the assets of Ryland and Pebble. The final interest payment together with the principal amount are payable on the first anniversary of the date of the loan. The lenders are arm's length to Ryland. In connection with the loan, Ryland will issue 1,944,444 bonus shares at a deemed price of $0.36 per share to the lenders. The bonus shares will subject to a 4 month hold period. The loan is subject to acceptance by the TSXV.