Reef Announces Execution of Asset Purchase Agreement with Levant Exploration and Production Corp.
Calgary, Alberta--(Newsfile Corp. - July 21, 2020) - Reef Resources Ltd. ("Reef") is pleased to announce that it has entered into an Asset Purchase Agreement effective July 8, 2020 (the "Agreement") with Levant Exploration and Production Corp. ("Levant"), acting in trust for an Ontario corporation to be incorporated (the "Purchaser") and Solo Oil PLC ("Solo") for the sale by Reef and Solo (the "Proposed Transaction") of their respective interests in non-producing oil and gas assets located in Huron County, Ontario (the "Assets"). The Proposed Transaction is an arm's length transaction.
Pursuant to the Agreement, Reef and Solo have agreed to sell their respective interests in the Assets to the Purchaser and Levant, on behalf of the Purchaser, has agreed to purchase the Assets and to assume all environmental liabilities, abandonment and reclamation obligations, taxes with respect to the Assets post-transaction and all transfer taxes, as defined in the Agreement. In exchange for its interest, Reef will receive shares equal to 1.5% or 2% in the share capital of the Purchaser, subject to reduction based upon fines due and payable by Reef to the Ontario government, and a royalty of 2% of the production revenues from the Assets, to be paid annually.
Completion of the transaction is subject to the conditions that the representations of the parties made in the Agreement being true and correct at closing, that there have been no order enacted or issued that purports to prohibit the sale of the Assets under the Agreement and subject to the delivery by the parties of all of the documents to be delivered at closing.
As Reef's interest in the Assets comprises all or substantially all of the assets of Reef, the sale of the Assets required approval by not less than 66 2/3% of the votes cast by shareholders at a meeting of shareholders of Reef. That approval was obtained on June 27, 2019.
FOR FURTHER INFORMATION, PLEASE CONTACT:
Arnold W Hansen
President, Chief Executive Officer and Director
Forward Looking Statements
This press release contains forward-looking statements which reflect management's expectations regarding future growth, results of operations, performance and business prospects of Reef and Levant. These forward-looking statements may relate to, among other things, forecasts or expectations regarding business outlook for Reef and Levant, and may also include other statements that are predictive in nature, or that depend upon or refer to future events or conditions, and can generally be identified by words such as "may", "will", "expects", "anticipates", "intends", "plans", "believes", "estimates", "guidance" or similar expressions. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements.
Events or circumstances may cause actual results to differ materially from those predicted as a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of Reef and Levant. The reader is cautioned not to place undue reliance on any forward-looking information. Although such information is considered reasonable by management at the time of preparation, it may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement. The forward-looking statements contained in this press release are made as of the date of this press release, and Reef and Levant 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 required by securities law.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/60204