CALGARY, March 26, 2015 /CNW/ - Petromanas Energy
Inc. ("Petromanas" or the "Company") (TSXV: PMI) today provided an
update on key operational and corporate initiatives for its
European assets located in Albania
and France and announced the
adoption by its Board of Directors of an advance notice by-law
("By-law No. 2" or the "Advance Notice By-Law") and the filing of
its 2014 year-end results.
Albania
Following discussions with the rig contractor, Petromanas has
elected to postpone the delivery of the 3,000 horsepower heavy
drilling rig as announced in the Company's press release dated
October 8, 2014, until later in 2015.
The rig is now expected to arrive in Albania in the fourth quarter and, on entry
into the country, will be mobilized to the Shpirag-3 well site.
Other terms of the contract remain unchanged and it has an initial
term of two years from delivery with an option for an extension.
Spudding of the Shpirag-3 appraisal well is expected to follow soon
after the arrival of the rig in Albania.
As announced in the press release dated October 30, 2014, management is currently in the
process of identifying and reviewing options to support the
financial requirements of a longer-term appraisal and development
of Blocks 2-3. Initiatives currently under consideration include,
but are not limited to, a further farm down of Petromanas' working
interest in Blocks 2-3, the disposition of selected assets, and
raising additional capital. As previously announced, the
Company has retained Peters & Co. Limited to act as its
financial advisor. The review process is ongoing and
Petromanas does not intend to disclose developments until the Board
of Directors has approved a specific plan or otherwise determines
that disclosure is necessary or appropriate.
"This review will allow us to assess our strategic options and
conserve cash in the near term," said Glenn
McNamara, CEO of Petromanas. "Once the rig arrives the JV
intends to immediately focus on drilling the Shpirag-3 appraisal
well, the third well envisioned in our current farm-out agreement
with Shell."
Under the terms of the farm out agreement, Shell will carry
Petromanas on Shpirag-3 to a maximum value of US $42.5
million gross drilling costs. The Company holds a 25% working
interest and is the operator with Shell holding the remaining 75%
interest.
France
The first exploration period of the Ledeuix and Ger Permits
expired in 2013 and Petromanas requested the renewal of both
permits from the French government for a period of five years. Both
renewals were approved by the French government in the first
quarter with new expiry dates of August 8,
2018 and April 16, 2018,
respectively. The Company has suspended its initiative to farm out
its French assets due to current market conditions. Under the terms
of the licence renewals, Petromanas will be required to spend
three million Euros on the Ger permit
and eight million Euros on the
Ledeuix permit prior to their expiry in order to retain the permits
for another exploration period. Petromanas has a 100% working
interest in both the Ledeuix and Ger permits.
Advance Notice By-Law
Petromanas also announced today that its Board of Directors has
approved the adoption of an advance notice by-law which requires
advance notice to the Company in circumstances where nominations of
persons for election as a director of the Company are made by
shareholders other than pursuant to: (i) a requisition of a meeting
made pursuant to the provisions of the Business Corporations
Act (Alberta) (the "Act"); or
(ii) a shareholder proposal made pursuant to the provisions of the
Act.
Among other things, By-law No. 2 fixes a deadline by which
shareholders must submit a notice of director nominations to the
Company prior to any annual or special meeting of shareholders
where directors are to be elected and sets forth the information
that a shareholder must include in the notice for it to be
valid.
In the case of an annual meeting of shareholders, notice to the
Company must be made not less than 30 days nor more than 65 days
prior to the date of the annual meeting; provided, however, that in
the event that the annual meeting is to be held on a date that is
less than 50 days after the date on which the first public
announcement of the date of the annual meeting was made, notice may
be made not later than the close of business on the 10th day
following such public announcement.
In the case of a special meeting of shareholders (which is not
also an annual meeting), notice to the Company must be made not
later than the close of business on the 15th day following the day
on which the first public announcement of the date of the special
meeting was made.
By-Law No. 2 is effective immediately. At the next meeting of
shareholders, scheduled for May 21,
2015 (the "Meeting"), shareholders will be asked to confirm
and ratify By-Law No. 2. If By-Law No. 2 is not confirmed at the
Meeting, it will terminate and be of no further force and effect
following the termination of the Meeting. A copy of By-Law No. 2
has been filed and is available under the Company's profile at
www.sedar.com.
2014 Year-End Financial Results
The Company today also announced that it has filed its financial
statements and related Management's Discussion and Analysis
("MD&A") for the year ended December 31,
2014 on SEDAR. The financial statements and MD&A will be
available on the Company's website at www.petromanas.com or at
www.sedar.com.
About Petromanas Energy Inc.
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 a Production Sharing Contract
("PSC") with the Albanian government. Under the terms of the
PSC, Petromanas has a 25% working interest in Blocks 2-3 that
comprises approximately 638,0000 gross acres across Albania's Berati thrust belt. Petromanas also
holds exploration assets in France
and Australia.
This press release contains forward-looking information within
the meaning of applicable securities laws and is based on the
expectations, estimates and projections of management of Petromanas
as of the date of this news release unless otherwise stated. The
use of any of the words "expect", "anticipate", "continue",
"estimate", "objective", "ongoing", "may", "will", "project",
"should", "believe", "plans", "intends" and similar expressions are
intended to identify forward-looking information. More particularly
and without limitation, this press release contains forward-looking
information concerning the future performance of the Company,
including but not limited to near term plans for the postponement
of the delivery of the rig to be used for and the drilling of the
Shpirag-3 appraisal well and securing additional funding to support
the financial requirements of its activities in Albania. In respect of the forward-looking
information concerning the future performance of the Company,
Petromanas has provided such in reliance on certain assumptions
that it believes are reasonable at this time, including assumptions
as to the drilling of wells and performance of rigs occuring in a
manner consistent with the Company's past experience, the Company's
ability to meet its capital and operational commitments, the
ability of Petromanas to receive, in a timely manner, necessary
regulatory and governmental operational approvals; and expectations
and assumptions concerning, among other things: commodity prices
and interest and foreign exchange rates; planned construction
activities, capital efficiencies and cost-savings; applicable tax
laws; the sufficiency of budgeted capital expenditures in carrying
out planned activities; and the availability and cost of labour and
services. Accordingly, readers should not place undue
reliance on the forward-looking information contained in this press
release.
Since forward-looking information addresses future events and
conditions, by its very nature it involves inherent risks and
uncertainties. Actual results could differ materially from those
currently anticipated due to a number of factors and risks. These
include, but are not limited to the risks associated with the
industries in which Petromanas operates in general such as
operational and exploration risks; delays or changes in plans with
respect to growth projects or capital expenditures; delays in
obtaining or the failure to obtain governmental approvals, permits
or financing or political risks in the completion of development or
construction activities; access to drilling rigs, completion
equipment, seismic equipment and operational personnel; costs and
expenses; political risks; risks of litigation; title disputes;
health, safety and environmental risks; commodity price, interest
rate and exchange rate fluctuations; environmental risks;
competition; ability to access sufficient capital from internal and
external sources; and changes in legislation, including but not
limited to tax laws and environmental regulations. There is a
specific risk that the Company may be unable to complete the
drilling, completion and testing of the Shpirag-3 well in the
manner described in this press release or at all. If the
Company is unable to drill, complete and test the Shpirag-3 well at
costs estimated and in the manner described in this press release
or at all there could be a material adverse impact on the Company
and on the value of the Company's securities. There is a risk
that the Company's shareholders do not confirm and ratify By-Law
No. 2 at the Meeting or that By-Law No. 2 not be accepted by
applicable regulatory authorities. Should By-Law No. 2 not be
confirmed and ratified by the Company's shareholders then it will
terminate and be of no further force or effect following
termination of the Meeting. There is also a specific risk
that the Company may not be able to secure a funding solution for
the longer term appraisal and development of Blocks 2-3 on
acceptable commercial terms, or at all. If the Company is unable to
secure such a funding solution in the manner described in this
press release, or at all, there could be a material adverse impact
on the Company and on the value of the Company's
securities.
Readers are cautioned that the foregoing list of factors is not
exhaustive. Additional information on other factors that could
affect the operations or financial results of Petromanas are
included in reports on file with applicable securities regulatory
authorities, including but not limited to; Petromanas' Annual
Information Form for the year ended December
31, 2013, which may be accessed on Petromanas' SEDAR profile
at www.sedar.com.
The forward-looking information contained in this press release
is made as of the date hereof and Petromanas undertakes no
obligation to update publicly or revise any forward-looking
information, whether as a result of new information, future events
or otherwise, unless so 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 Petromanas Energy Inc.