Petromanas announces details of share purchase agreement
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
CALGARY, Aug. 20, 2012 /CNW/ - Petromanas Energy Inc. ("Petromanas" or the "Company") (TSXV: PMI) today announced that a group of investors, including existing shareholders and certain members of the Company's board of directors and senior management team, has purchased common shares of the Company held by Petromanas' largest shareholder, DWM Petroleum AG ("DWM" or "the Vendor"). DWM disposed of 90 million shares at a price of $0.115 per share (the "Purchased Shares") for aggregate proceeds of $10.35 million. In accordance with applicable securities laws, the Purchased Shares are subject to a four-month hold period, which is reflected in the negotiated sale price. In conjunction with the sale, certain of the Company's directors and senior management acquired an aggregate of 42,650,000 Purchased Shares, representing 47.4% of the Purchased Shares sold and 6.8% of the outstanding common shares of the Company.
Following the disposition of the Purchased Shares, DWM retains 100 million common shares of Petromanas which, under the terms of the Share Transfer Agreement (the "Agreement") made between the Vendor and each individual Purchaser, cannot be sold until the first anniversary of the Agreement, subject to certain terms and conditions.
Consistent with the reduction in DWM's shareholding in the Company, Peter-Mark Vogel, a representative of DWM, has resigned from Petromanas' board of directors. Subject to regulatory acceptance, his vacancy has been filled by Mr. Frank Giustra, who led the new investor group, and whose Purchased Shares are included in the 42,650,000 Purchased Shares acquired by directors and senior management. The Company would like to thank Mr. Vogel for his contributions to the Company and welcomes Mr. Giustra to Petromanas' board of directors.
Petromanas Energy Inc. is an international oil and gas company focused on the exploration and development of its assets in Albania. Petromanas, through its wholly-owned subsidiary, holds three Production Sharing Contracts ("PSCs") with the Albanian government. Under the terms of the PSCs, Petromanas has a 100% working interest in Blocks A, B, D, and E and a 50% working interest in Blocks 2 and 3 that comprise more than 1.4 million gross acres across Albania's Berati thrust belt.
The foregoing information may contain forward-looking information relating to the future performance of the Company, including but not limited to the appointment of Mr. Giustra and the performance of the parties to the Agreement, to which the Company is not a party. Forward looking information is subject to a number of known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those anticipated in such forward looking statements. Such risks and other factors include, among others, the actual results of exploration activities, changes in world commodity markets or equity markets, the risks of the petroleum industry including, without limitation, those associated with the environment, delays in obtaining governmental approvals, permits or financing or political risks in the completion of development or construction activities, title disputes, change in government and changes to regulations affecting the oil and gas industry, and other risks and uncertainties detailed from time to time in the Company's filings with the Canadian securities administrators (available at www.SEDAR.com). Forward-looking statements are made based on various assumptions and on management's beliefs, estimates and opinions on the date the statements are made. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in the forward-looking information contained herein. The Company undertakes no obligation to update forward-looking statements if these assumptions, beliefs, estimates and opinions or other circumstances should change, except as required by applicable law.
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: Petromanas Energy Inc.For further information:
Glenn McNamara, CEO
Hamid Mozayani, COO Bill Cummins, CFO
Petromanas Energy Inc.
Suite 1720, 734 - 7th Avenue SW
Canada T2P 3P8
Tel: +1 403 457 4400
Fax: +1 403 457 4480
The Equicom Group
300 5th Avenue SW, 10th Floor
Canada T2P 3C4
Tel: +1 403 218 2835
Fax: +1 403 218 2830