CALGARY, AB, May 19, 2023 /CNW/ - Carbon Infrastructure Partners Corp. ("CIP") as advisor to the general partners of each of CIP Energy Fund 1-A LP ("Fund 1-A") and JOG Limited Partnership No. VI ("Fund VI", and collectively with Fund 1-A, the "Funds") announces that the Funds acquired an aggregate of 47,321,428 common shares ("Common Shares") and 3,571,428 Common Share purchase warrants (each a "Lycos Warrant") of Lycos Energy Inc. ("Lycos"), representing approximately 14.9% of the issued and outstanding Common Shares of the Lycos (approximately 15.8% assuming exercise of all Lycos Warrants held by the Funds).
The Funds acquired the Common Shares and Lycos Warrants pursuant to a business combination effected on December 12, 2022, among Chronos Resources Ltd. ("Chronos"), Samoth Oilfield Inc. ("Samoth") and 2470638 Alberta Ltd. ("AcquisitionCo"), pursuant to which each issued and outstanding common share in the capital of Chronos (each a "Chronos Share") was acquired by Samoth in exchange for twenty common shares in the capital of Samoth ("Samoth Shares") at a deemed price of CAD$0.035 per Samoth Share (the "Acquisition"). Prior to the Acquisition, the Funds held an aggregate of 18,928,571 Chronos Shares and 1,428,571 Chronos Share purchase warrants (each a "Chronos Warrant"), each Chronos Warrant entitling the holder thereof to subscribe for and purchase one Chronos Share subject to the terms and conditions thereof.
Subsequent to the Acquisition, Samoth completed a consolidation of the Samoth Shares on the basis of one post-consolidation Samoth Share for every eight pre-consolidation Samoth Shares, as applicable (the "Consolidation"). In connection with the Acquisition and the Consolidation, each Chronos Warrant was exchanged for 2.5 Lycos Warrants. The combined entity of Samoth, Chronos and AcquisitionCo was renamed "Lycos Energy Inc.".
Immediately following the completion of the Acquisition and concurrent Consolidation, Fund 1-A held 3,571,428 Lycos Warrants, each such Lycos Warrant entitling the holder thereof to purchase one Common Share at an exercise price of $0.28 per Common Share, subject to the terms and conditions attached to the Lycos Warrants. If Fund 1-A exercises all Lycos Warrants it holds, Fund 1-A would hold 32,142,856 Common Shares and, together with Fund VI, the Funds would hold an aggregate of 50,892,856 Common Shares representing approximately 15.8% of the issued and outstanding Common Shares.
The Chronos Shares and Chronos Warrants were acquired by the Funds prior to the business combination for investment purposes. CIP expects to review from time to time the investment of the Funds in Lycos and may, depending on the market and other conditions: (i) cause an investment entity advised by it to acquire additional Common Shares in privately negotiated transactions or otherwise; and (ii) arrange for a disposition by the Funds of all or a portion of the Common Shares over which the Funds now or hereafter control or direct.
This news release is issued pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues of the Canadian Securities Administrators, which also requires an early warning report containing additional information with respect to the foregoing to be filed with the applicable Canadian securities regulators. Such early warning report will be available under Lycos's profile at www.sedar.com.
The head office of Lycos is located at 215 – 2nd Street SW, Suite 1900, Calgary, Alberta, T2P 1M4. The head office of CIP is located at 440 2nd Ave SW, Calgary, Alberta, T2P 5E9.
SOURCE Carbon Infrastructure Partners
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