Announce Closing of Spin Out TORONTO, Aug. 31, 2018 (GLOBE NEWSWIRE) -- Claren Energy Corp. (“Claren” or the “Company”) (TSX-V: CEN) and Terra Nova Resources Inc. (“TNR”) are pleased to announce that they have closed the spin out of Claren’s working interests (51.49%) in two onshore petroleum exploration licenses (“PELs”), being PEL 112 and PEL 444, including a 1.47% overriding royalty interest in the PELs, located on the western flank of the Cooper Eromanga Basin in the State of South Australia, Australia, into Terra Nova (the “Arrangement”). TNR anticipates that it will be listed on the Canadian Securities Exchange in early September 2018.
Pursuant to the Arrangement, Claren transferred 100% of its common shares of TNR (the “TNR Shares”) to holders ("Claren Shareholders") of common shares of Claren (the "Claren Common Shares"), on a pro rata basis, such that Claren Shareholders received one (1) TNR Share for every ten (10) Claren Common Shares held by the Claren Shareholders. The record date for the spin out of TNR is August 13, 2018.
In conjunction with closing the Arrangement, TNR completed a non-brokered private placement financing of 11,800,000 units at $0.05 per share for gross proceeds of $590,000. Each unit consists of one TNR Share and one warrant with each warrant entitling the holder to purchase one additional TNR Share at a price of $0.05 per share at a period of two years from the date of issue. The shares issued under the private placement will be subject to restrictions on resale until December 21, 2018. The proceeds of the financing will be used to satisfy TNR’s joint venture costs for work programs on PEL 112 and 444.
As part of closing the Arrangement, Mark Lawson was appointed CEO and a director of TNR, Matthew Anderson as CFO, and Nico Civelli and Anthony Alvaro will serve as independent directors.
As a result of closing of the Arrangement and Financing, TNR has 17,744,245 TNR Shares issued and outstanding and is now a reporting issuer in the province of British Columbia.
Further details of the Arrangement are set forth in the Company’s management and information circular dated November 24, 2017.
About Terra Nova Resources Inc.
Terra Nova Resources Inc. is an oil and gas company that has a 51.49% working interest in two onshore petroleum exploration licenses ("PELs"), being PEL 112 and PEL 444, including a 1.47% gross overriding royalty interest on the PELs, located on the western flank of the Cooper Eromanga Basin in the State of South Australia, Australia.
About Claren Energy Corp.
Claren Energy Corp. is an oil and gas company that has a (40%) participating interest in the Bobocu License, onshore Romania. Its common shares trade on the TSX Venture Exchange under the symbol "CEN".
For more information please contact:
Mark Lawson
T: +1 647 256 1986
Email: mark@clarenenergy.com
Investor Relations
Email: info@clarenenergy.com
This news release contains forward-looking information relating to Claren and TNR's intentions to conduct the drilling programs and other statements that are not historical facts. Such forward-looking information is subject to important risks and uncertainties that could cause actual results to differ materially from what is currently expected, for example: risks related to oil and gas exploration, development, exploitation, production, marketing and transportation, loss of markets, volatility of commodity prices, currency fluctuations, competition from other producers, inability to retain drilling rigs and other services, reliance on key personnel, and insurance risks.. Findings by other oil and gas issuers does not necessarily indicate that Claren or TNR will be successful in making such findings in Australia and Romania. In making such forward- looking statements, Claren and TNR have relied upon certain assumptions relating to geological settings, commodity prices, the stability of markets and currencies and the availability of capital to Claren and TNR in order to continue with the seismic and drilling programs. You should not place undue importance on forward-looking information and should not rely upon this information as of any other date. While Claren and TNR may elect to, Claren and TNR ares under no obligation and does not undertake to update this information at any particular time, except as required by applicable securities law.