Aug 2011 Financial News

CL Financial completes sale of Primera

Aug 26, 2011

CL Financial has completed the sale of all the issued and outstanding shares of the Primera Group to Canadian junior energy firm, Touchstone Exploration Inc. The documents for the transfer of ownership, which were held in escrow, were effective from August 19 pending payment of the purchase price from funds released from escrow by Computershare Trust Company of Canada, according to a Touchstone statement. The total purchase price, net of liabilities assumed, is US$50.7 million. A previously paid deposit of (US)$5.07 million was applied to partial payment of the purchase price at closing.

A total of US$23.3 million of the purchase price was financed by way of vendor take-back notes payable in two equal consecutive yearly installments on each of the first and second anniversary of issuance and otherwise maturing on August 19, 2013. The principal amount on the notes bears coupon interest at a rate of eight per cent per year payable monthly until the principal amount is repaid. The balance of the cash consideration payable will be satisfied by receipt of the proceeds from private placements of 44,107,573 subscription receipts and US$6 million convertible debenture units. The Primera Group consists of equity interests in three privately owned Trinidad-based companies engaged in the exploration for and development and production of oil and gas reserves in Trinidad and Tobago.

The underlying assets associated with the Primera Group consist of rights to develop and extract oil from 16 blocks of which six, for the three months ending March 31, 2011, had a net total production of 38,101 barrels of oils per day. In addition, three blocks are currently undergoing exploration activities and the remaining seven are undeveloped with no significant exploration work having been performed.
These undeveloped Blocks have a total gross acreage of 6,948 acres. Total gross acreage is 121,666 acres with a net working interest of 30,441 acres. All Blocks are onshore with the exception of East Brighton. Touchstone also acquired technical support, equipment and equipment rentals as well as various administrative and management services with respect to the exploration, development and production of crude oil and natural gas resources in the Trinidad & Tobago region. The chairman of CL Financial is former Minister of Finance Gerald Yetming.


Source:
Trinidad Guardian
Friday August 26, 2011

http://www.guardian.co.tt/business/2011/08/26/cl-financial-completes-sale-primera