/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES/
CALGARY, July 23, 2012 /CNW/ - Sea Dragon Energy Inc. ("Sea Dragon") (TSX VENTURE: SDX) announces that Sea Dragon and Golden Crescent Investments Ltd. ("Golden Crescent") have entered into a termination agreement (the "Agreement") pursuant to which Sea Dragon and Golden Crescent have mutually agreed
to terminate the Second Amended and Restated Share Purchase Agreement
dated May 10, 2012 between Sea Dragon and Golden Crescent in respect of
the acquisition, directly or indirectly, by Sea Dragon of all of the
issued and outstanding shares of National Petroleum Company Egypt
Limited (the "Acquisition"). In accordance with the terms of the Agreement, the remaining US$2
million of the deposit which Sea Dragon previously paid into escrow
shall be returned in full to Sea Dragon.
In light of the uncertainty regarding the date on which the Acquisition
could be completed, Sea Dragon and Golden Crescent decided jointly to
terminate the Agreement and not to proceed with the Acquisition. Prior to the decision to terminate the Agreement being reached by the
parties, Sea Dragon had made arrangements for financing with banks and
private equity funds to provide for sufficient funds to allow the
Acquisition to close as planned.
As Sea Dragon will no longer be issuing common shares or preferred
shares of Sea Dragon to Golden Crescent as partial consideration for
the purchase price of the Acquisition, Sea Dragon will not be
proceeding with the proposed share consolidation of its common shares
("Consolidation") which was approved by the Sea Dragon shareholders at the special
meeting held on April 30, 2012. In the event that Sea Dragon
shareholders forwarded share certificates to Sea Dragon's transfer
agent, Equity Financial Trust Company, in anticipation of the
completion of the Consolidation, such certificates will be returned to
the shareholder as soon as practicable.
Based on current funds available to Sea Dragon and ongoing cash flow
from its existing operations, Sea Dragon believes it will have adequate
working capital to fund its scheduled capital programs for the balance
of 2012 and into 2013. Sea Dragon continues to investigate
opportunities for the expansion of its asset base.
About Sea Dragon Energy Inc.
Sea Dragon is an international exploration and development company with
a focus on the Middle East and an office in Cairo Egypt. For further
information please see the website of Sea Dragon at www.seadragonenergy.com and/or Sea Dragon's filed documents at www.sedar.com.
NEITHER THE 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 THE RELEASE.
Special Note Regarding Forward-Looking Information
This press release contains certain statements or disclosures relating
to Sea Dragon that are based on the expectations of Sea Dragon as well
as assumptions made by and information currently available to Sea
Dragon which may constitute forward-looking information under
applicable securities laws. All such statements and disclosures, other
than those of historical fact, which address activities, events,
outcomes, results or developments that Sea Dragon anticipates or
expects may, or will occur in the future (in whole or in part) should
be considered forward-looking information. In some cases,
forward-looking information can be identified by terms such as
"forecast", "future", "may", "will", "expect", "anticipate", "believe",
"potential", "enable", "plan", "continue", "contemplate", "pro-forma",
or other comparable terminology. In particular, this press release
contains forward-looking statements in respect of the ability of the
sufficiency of funds currently available to Sea Dragon to fund its
capital programs for 2012 and 2013.
Readers are cautioned that there is no assurance that Sea Dragon will
have adequate funds based on current fund availability and cash flows
to adequately fund its 2012 and 2013 capital programs.
With respect to the forward-looking statements contained herein, the
Corporation has made assumptions regarding anticipated cash flows, size
of capital programs and general economic conditions. Many factors could
cause the performance or achievement by Sea Dragon to be materially
different from any future results, performance or achievements that may
be expressed or implied by such forward-looking statements. These
factors include changes to available credit, decreases in cash flows,
unanticipated increases in capital programs and changes to economic
conditions. Readers are cautioned that the foregoing list of factors is
not exhaustive. The forward-looking statements contained in this press
release are expressly qualified by this cautionary statement. Sea
Dragon is not under any duty to update any of the forward-looking
statements after the date of this press release or to conform such
statements to actual results or to changes Sea Dragon's expectations
and Sea Dragon disclaims any intent or obligation to update publicly
any forward-looking statements, whether as a result of new information,
future events or results or otherwise, other than as required by
applicable securities laws.
SOURCE: Sea Dragon Energy Inc.
For further information:
Chairman, CEO and Director
President, COO and Director
Chief Financial Officer and Director
+331 5343 9442
Brisco Capital Partners Corp.