CanAsia Announces Completion of the Sale of Andora Energy Corporation

CALGARY, AB, Nov. 2, 2026 /CNW/ -- CanAsia Energy Corp. ("CanAsia") (TSXV: CEC) is pleased to announce that it has completed the previously announced sale of all of the issued and outstanding shares of Andora Energy Corporation ("Andora") to Logan Oil Corp. (the "Purchaser"), a newly formed wholly-owned subsidiary of Logan Energy Corp. pursuant to the share purchase agreement (the "Agreement") between CanAsia and the Purchaser dated August 14, 2026 (the "Transaction"). The Transaction closed on October 30, 2026 following receipt of the approval of the shareholders of CanAsia at the annual and special meeting of shareholders held on October 15, 2026 (the "Meeting") and the satisfaction of other conditions precedent.

At closing of the Transaction, CanAsia received a cash payment of C$29,393,998 from the Purchaser, representing a base purchase price of C$30 million, as adjusted for estimated net debt and subject to a C$2 million holdback pending finalization of the net debt amount. In addition, the Purchaser has agreed to pay CanAsia an additional amount of C$10 million as contingent consideration ("Contingent Consideration") upon achieving first oil sales from Andora's Sawn Lake project, subject to certain terms and conditions as set forth in the Agreement, including, among other things, the installation and commissioning of Andora's produced water boiler at the Sawn Lake project site. In addition to the foregoing, CanAsia, the Purchaser and Andora entered into a conditional payment agreement (the "Conditional Payment Agreement"), effective as of closing of the Transaction, pursuant to which Andora will pay to CanAsia certain additional amounts calculated based on the crude oil produced from Andora's Sawn Lake project for up to an aggregate maximum payment of C$15 million. Pursuant to the Conditional Payment Agreement, CanAsia will be entitled to payments based on the proceeds from production based on the applicable monthly average price of Western Canadian Select crude oil, being Nil% where the price is C$78 and below, 1% where the price is greater than C$78 and less than or equal to C$88, 2% where the price is greater than C$88 and less than or equal to C$105 and 3% where the price is greater than C$105. The total value of the Transaction will be up to C$55 million in cash paid to CanAsia, assuming satisfaction of the conditions under the Contingent Consideration and Conditional Payment Agreement.

CanAsia intends to distribute an aggregate of approximately C$17 million of the consideration that it received from the Purchaser to its shareholders on a pro rata basis as a return of capital (the "Return of Capital"). At the Meeting, the shareholders of CanAsia approved the Return of Capital and authorized the board of directors of CanAsia to fix the record date for the purposes of determining shareholders entitled to receive the Return of Capital and the payment date for the Return of Capital. CanAsia anticipates that the record date and payment date for the Return of Capital will be set before the end of 2026 and a news release announcing those dates will be issued once confirmed by the board of directors of CanAsia.

After giving effect to the payment of the Return of Capital, CanAsia expects to use the remainder of the proceeds from the Transaction for general corporate purposes and to fund certain costs and expenditures in connection with the recently announced petroleum concession for Thailand Onshore Exploration Block No. L8/66.

Advisor

Research Capital Corporation has acted as financial advisor to CanAsia in connection with the transaction.

About CanAsia

CanAsia is a Canadian publicly listed junior oil and gas company focused on the identification, evaluation and advancement of oil and gas exploration and development opportunities, initially in Thailand. CanAsia does not currently have producing oil and gas properties or any established source of operating revenue. Its activities to date have consisted primarily of the evaluation and advancement of early‑stage oil and gas assets, assessment of strategic alternatives in respect of those assets and participation in competitive bid processes for oil and gas interests.

Forward-Looking Information

This press release contains forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking information is generally identifiable by the terminology used, such as "expect", "believe", "estimate", "should", "could", "will", "anticipate" and "potential" or other similar wording. Forward-looking information in this press release includes, without limitation, references to the expected use of proceeds from the Transaction; the implementation of the Return of Capital; the receipt and timing of the Contingent Consideration; the amount, receipt and timing of the payments under the Conditional Payment Agreement; and the petroleum concession for Thailand Onshore Exploration Block No. L8/66. By its very nature, the forward-looking information contained in this press release requires CanAsia and its management to make assumptions that may not materialize or that may not be accurate. With respect to the forward-looking statements contained in this press release, CanAsia has made assumptions regarding, among other things: current and future commodity prices and royalty rates and regimes; the timing and outcome of regulatory approvals; timing and amount of capital expenditures; future cash flows; future exchange rates; the impact of competition; general economic and financial conditions; the availability of drilling and other equipment; the effectiveness of technologies; future bitumen production; effects of regulation by governmental agencies; future operating costs; performance of counterparties, including under the Agreement and Conditional Payment Agreement; and other matters. In addition, the forward-looking information contained in this press release is subject to known and unknown risks and uncertainties and other factors, some of which are beyond the control of CanAsia, which could cause actual results, expectations, achievements or performance to differ materially, including, without limitation, imprecision of resources estimates and estimates of recoverable quantities of oil; adverse outcomes of regulatory proceedings; delays in regulatory proceedings; the trade dispute between the United States and Canada, including the imposition of tariffs and other measures, and the impact these tariffs and measures have on CanAsia; changes in project schedules; operating and reservoir performance; the effects of weather and climate change; the results of exploration and development drilling and related activities; changes in demand for oil and gas; commodity price volatility; uncertainty of production estimates; impact of the changes in the economy; well performance and marketability of production; transportation and refining availability and costs; exploration and development costs; the recoverability of estimated resources volumes; failure of new technologies to achieve expected results; CanAsia's ability to add reserves through development and exploration activities; fluctuations in currency exchange rates; changes in government legislation and regulations, including environmental, royalty and tax laws; the results of commercial negotiations, the timing and outcome of applications for government approvals; other technical and economic factors or revisions; failure of counterparties to perform their obligations, including under the Agreement and Conditional Payment Agreement; and the risks and uncertainties set forth under "Risk Factors" in CanAsia's Annual Information Form for the year ended December 31, 2025, many of which are beyond the control of CanAsia. Although CanAsia believes that the expectations reflected in its forward-looking statements are reasonable, it can give no assurances that the expectations of any forward-looking statements will prove to be correct. In particular, there can be no assurance that the Contingent Consideration will be paid when expected or at all, that required regulatory approvals will be obtained, or that any payments under the Conditional Payment Agreement will become payable. CanAsia undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws.

NEITHER TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (as that term is defined in the policies of the TSX Venture Exchange) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.  

SOURCE CanAsia Energy Corp.

FOR FURTHER INFORMATION, PLEASE CONTACT: CanAsia Energy Corp., Jeff Chisholm, President and CEO (located in Bangkok, Thailand), Email: [email protected] - or - Marcel Nunes, Vice President Finance and CFO, Email: [email protected], Telephone: [phone]