Sintana Energy Inc. entered into a definitive agreement to acquire a 49% stake in Inter Oil Ltd. from Grisham Assets Corp. for $5.7 million.
The acquisition and private placement remain subject to the satisfaction of various closing conditions and the receipt of all applicable approvals, including, without limitation, the approval of the TSXV. It is anticipated that the private placement will also be subject to approval by Sintana shareholders given that Charlestown will become a control person of Sintana Energy Inc. within the meaning of the TSXV Company Manual because of its participation in the private placement. As of November 15, 2021, the transaction is subject to shareholder approval of Charlestown, final approval of the TSXV, the grant by the applicable Namibian regulators of Block 1918B upon terms satisfactory to Sintana, due diligence, execution of a shareholders agreement acceptable to Sintana, antitrust approval and approvals under the Namibian New Equitable Economic Empowerment Bill from the relevant Namibian governmental authorities and the completion of joint operating agreements and petroleum agreements with third parties governing certain of the assets currently held by Inter Oil. As of November 26, 2021, the onshore license has now been granted by the applicable Namibian authorities. In addition, the company received the requisite shareholder approval for Charlestown Energy Partners, LLC and its associates to become control persons of Sintana. As on January 20, 2022, Sintana Energy Inc. (TSXV:SEI) entered into an amendment agreement to acquire a 49% stake in Inter Oil (Pty) Ltd. from Grisham Assets Corp. Pursuant to the amendment agreement, Sintana will now make a deposit to Grisham in the amount of $0.5 million (the Deposit) by January 21, 2022, which it proposes to raise by way of a private placement providing for the issuance of up to 8,547,000 common shares at a price of $0.117 per share. Sintana proposes to raise the balance of the cash payment in the amount of $3.5 million by way of short form prospectus offering instead of the previously proposed Private Placement. In addition to the foregoing, the amendment agreement also provides for (i) the extension of the long stop date for completion of the transaction until the date which is 45 days following the earlier of January 24, 2022. The completion of the acquisition, Interim Financing and Public Offering remain subject to various additional conditions including the approval of the TSXV with respect to each of the acquisition and Interim Financing. As on January 24, 2022, Sintana Energy Inc. (TSXV:SEI) completed private placement and will give to fund a deposit in the amount of $500,000 payable to Grisham Assets Corp. As on February 1, 2022, Sintana Energy Inc. (TSXV:SEI) has announced an offering and it intends to use the net proceeds of the Offering to fund the balance of the cash purchase price owing in the amount of $3.5 million as partial consideration of its previously announced proposed acquisition of 49% of the outstanding shares of Inter Oil (Pty) Ltd.