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CALGARY, AB, Nov. 24, 2020 /CNW/ - Petro-Victory Energy Corp.
("Petro-Victory" or the "Company") (TSXV: VRY) is
very pleased to announce that it has signed a term sheet to enter
into a series of transactions expected to increase capitalization,
align with an investment fund, and obtain $5
million of working capital through a secured debt
issuance.
Oppenheimer Resources, a Luxembourg investment group, together with its
sponsors, have formed a new fund ("OR III") designed to invest in
mid-sized oil and gas companies.
Petro-Victory meets their investment criteria,
and the fund is expected to provide the Company with up to a
$5 million secured loan. As
part of the transaction, Petro-Victory will complete a private
placement with PPF 12, LLC, a Delaware limited liability company that is a
wholly owned subsidiary of Dallas
based Petroleum Production Finance, Inc. In the private
placement, PPF 12 will acquire 2,289,694 shares of restricted
voting shares in the Company in exchange for a note receivable of
US $11,811,000. The note
receivable will then be conveyed and assigned to OR III to purchase
a like-amount limited partnership interest in the fund. Upon
completion of the transaction, PPF 12 will hold 19.9% of the total
undiluted capitalization of Petro-Victory.
A portion of the proceeds will be used to retire two existing
secured loans owed by Petro-Victory totaling $3.4 million plus interest accrued since
January 1, 2020. The remaining
cash will be used for general working capital purposes.
The transactions are subject to TSX Venture Exchange acceptance,
and are scheduled to close within 30 days.
Richard F. Gonzalez,
Petro-Victory CEO, stated that "this series of transactions
presents the Company with a unique opportunity to invest in an oil
and gas fund seeking investments like Petro-Victory, bring in a
significant investor looking for attractive middle-market oil and
gas companies, refinance our existing debt, and provide working
capital to enhance our operations. We are truly pleased to
partner with top-tier industry players like Oppenheimer Resources
and PPF 12."
Davis Martin, whose company is
general sponsor and advisor to Oppenheimer Resources, further
commented that "the transaction gives Petro-Victory a material
stake in a European alternative investment fund alongside respected
institutional investors. And, the investment also complements
the investor profile of the fund with an industry partner like
Petro-Victory taking a substantial interest.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities, in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such jurisdiction. The
securities have not been and will not be registered under the
United States Securities Act of 1933, as amended, or any state
securities laws and may not be offered or sold within the United States unless an exemption from
such registration is available.
Cautionary Note
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 this release.
Advisory Regarding Forward-Looking Statements
In the interest of providing Petro-Victory's shareholders and
potential investors with information regarding Petro-Victory,
including management's assessment of Petro-Victory's future plans
and operations, certain statements in this press release are
"forward-looking statements" within the meaning of the United
States Private Securities Litigation Reform Act of 1995 and
"forward-looking information" within the meaning of applicable
Canadian securities legislation (collectively, "forward-looking
statements"). In some cases, forward-looking statements can be
identified by terminology such as "anticipate", "believe",
"continue", "could", "estimate", "expect", "forecast", "intend",
"may", "objective", "ongoing", "outlook", "potential", "project",
"plan", "should", "target", "would", "will" or similar words
suggesting future outcomes, events or performance. The
forward-looking statements contained in this press release speak
only as of the date thereof and are expressly qualified by this
cautionary statement.
Specifically, this press release contains forward-looking
statements relating to but not limited to: the series of
transactions described in this release, our business strategies,
plans and objectives, and drilling, testing and exploration
expectations. These forward-looking statements are based on certain
key assumptions regarding, among other things:, the completion of
these transactions, our ability to add production and reserves
through our exploration activities; the receipt, in a timely
manner, of regulatory and other required approvals for our
operating activities; the availability and cost of labor and other
industry services; the continuance of existing and, in certain
circumstances, proposed tax and royalty regimes; and current
industry conditions, laws and regulations continuing in effect (or,
where changes are proposed, such changes being adopted as
anticipated). Readers are cautioned that such assumptions, although
considered reasonable by Petro-Victory at the time of preparation,
may prove to be incorrect.
Actual results achieved will vary from the information provided
herein as a result of numerous known and unknown risks and
uncertainties and other factors. These and additional risk factors
are discussed in our Final Prospectus dated July 11, 2014, as filed with Canadian securities
regulatory authorities at www.sedar.com.
The above summary of assumptions and risks related to
forward-looking statements in this press release has been provided
in order to provide shareholders and potential investors with a
more complete perspective on Petro-Victory's current and future
operations and such information may not be appropriate for other
purposes. There is no representation by Petro-Victory that actual
results achieved will be the same in whole or in part as those
referenced in the forward-looking statements and Petro-Victory does
not undertake any obligation to update publicly or to revise any of
the included forward-looking statements, whether as a result of new
information, future events or otherwise, except as may be required
by applicable securities law.
SOURCE Petro-Victory Energy Corp.