HOUSTON, April 10, 2017 /PRNewswire/ -- HNR Energia B.V.,
a wholly-owned subsidiary of Harvest Natural Resources, Inc.
(Harvest or the Company) (NYSE:HNR) closed the sale of all of its
Gabon interests in accordance with
a previously announced Sale and Purchase Agreement dated
December 21, 2016 among Harvest, HNR
Energia B.V. and BW Energy Gabon Pte. Ltd, a private Singapore company.
Under the terms of the Sale and Purchase Agreement, BW Energy
Gabon acquired HNR Energia's 100% interest in Harvest Dussafu B.V.,
which owns a 66.667% interest in the Dussafu production sharing
contract covering a 210,000 acre area located offshore Gabon, for $32
million in cash, subject to certain adjustments, including
reimbursement for approximately $2.3
million of expenditures in respect of the interests since
September 30, 2016.
$2.5 million of the $32 million purchase price was retained in an
escrow account at Citibank to satisfy any post-closing claims the
purchaser may have against Harvest and HNR Energia under the Sale
and Purchase Agreement. The $2.5
million (less the amount of any claims) will be released to
HNR Energia from the escrow account July 10,
2017.
After taking into consideration taxes and transaction related
costs, the net proceeds of the transaction are estimated to be
$29.7 million, less any successful
claims made against the $2.5 million
escrow.
Tudor, Pickering, Holt & Co. served as financial advisor to
the Company
Mayer Brown LLP and Norton Rose Fulbright US LLP acted as legal
counsel to the Company.
On March 31, 2017, Delta Petroleum
N.V. (Delta Petroleum) paid off the 11% non-convertible senior
promissory note payable owed to HNR Energia relating to Harvest's
sale of its Venezuelan interest in October 2016. The note was
due on April 7, 2017. The total
interest and principal paid to HNR Energia was $12.6 million.
In light of closing the Gabon
transaction and the collection of the note due from Delta
Petroleum, Harvest's board will move forward with plans for its
dissolution. Under the dissolution, liquidation and winding
up process under Delaware law, the
proceeds from the Gabon
transaction and the repayment of debt from Delta Petroleum will be
combined with other Harvest assets to be distributed to Harvest's
stockholders, subject to certain payments and costs during
Harvest's winding up process.
These costs would include general and administrative costs,
dissolution expenses, taxes, costs associated with pursuing ongoing
litigation, and payments related to terminations of
employment, as well as funds to establish reserves for the payment
of current and possible future liabilities of Harvest.
Before the time of dissolution, Harvest's board plans to
consider the declaration of a pre-dissolution dividend as part of
its overall plan of complete dissolution and liquidation.
Harvest will announce the record date for, and amount of, the
dividend if and when it is declared by the board. It is
expected that Harvest's stock will be delisted from the New York
Stock Exchange after payment of this dividend and shortly before
the dissolution becomes effective.
About Harvest Natural Resources
Harvest Natural Resources, Inc., headquartered in Houston, Texas. For more information
visit Harvest's website at www.harvestnr.com.
CONTACT:
Stephen C. Haynes
Vice President, Chief Financial Officer
(281) 899-5716
Forward Looking Statements
This press release may contain projections and other
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange
Act of 1934. This information may include expected use of
proceeds, possible transactions, future plans and business
strategy. All statements other than statements of historical
fact may constitute forward-looking statements. Although
Harvest believes that the expectations reflected in these
forward-looking statements are reasonable, it can give no assurance
that these expectations will be correct. Actual results may
differ materially from Harvest's expectations due to uncertainties
and risks outside of Harvest's control. These risks and
uncertainties include, among others, those risks and uncertainties
described in Harvest's Annual Report on Form 10-K for 2016.
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SOURCE Harvest Natural Resources, Inc.