Additional interest and Judgement in Pine Mills
26 January 2017
Nostra Terra Oil and Gas Company plc
("Nostra Terra" or the "Company")
Acquisition of additional interest and Judgement in Pine Mills
Nostra Terra (AIM: NTOG), the oil and gas exploration and production company with a portfolio of assets in the USA and Egypt, is pleased to announce it has secured an additional 7.5% Working Interest ("WI") in the Pine Mills oil field, Texas, for a payment of US$200,000, which was made yesterday, to GFP Texas Inc. ("GFP"), the owner of the 7.5% WI. This takes Nostra Terra's WI in Pine Mills to 87.5%.
Hammerhead Management Partners LLC ("Hammerhead") holds the remaining 12.5% WI in Pine Mills. As part of the above transaction with GFP, Nostra Terra inherits a Court Judgement (in Texas) now due to Nostra Terra for $426,322 by Hammerhead, which is secured against Hammerhead's 12.5% WI in Pine Mills, which if not collected within 30 days, gives Nostra Terra the right to foreclose on this 12.5% WI within a further 30 days, without prejudice to still collecting the approximately $426,322 trade receivable.
Nostra Terra also has acquired a separate trade receivable due to GFP from Hammerhead in the amount of $293,785. This is also due payable immediately.
Transaction Overview
Nostra Terra has paid US$200,000 to GFP and in return:
· Nostra Terra immediately receives a further 7.5% WI in Pine Mills directly from GFP (including attributable cashflow from November and December 2016, and January 2017).
· Nostra Terra is assigned over $720,107 worth of trade receivables (the "Hammerhead Receivables"), originally owed to GFP, by Hammerhead. These payments are now due for immediate payment to Nostra Terra and include:
o A final Non-Appealable Court Judgement, which orders Hammerhead to pay immediately $426,322, which is comprised of a $362,104 Judgement award plus $64,218 in accrued interest ("the Hammerhead Judgement"). This $426,322 amount due is secured against Hammerhead's 12.5% WI in Pine Mills (the "Secured Receivable").
o Furthermore, Nostra Terra has also been assigned $293,785 of additional trade receivables, originally owing by Hammerhead to GFP
o In total, Hammerhead now owes Nostra Terra $720,107, due and payable immediately.
Hammerhead was a previous owner of Pine Mills. The Hammerhead Judgement and Hammerhead Receivables are legacy receivables owed to GFP and now Nostra Terra. Hammerhead is currently in default for these and Nostra Terra will immediately initiate collection proceedings.
Part of the Hammerhead Receivables are secured against Hammerhead's 12.5% WI in Pine Mills. If Hammerhead fails to repay the Secured Receivable, Nostra Terra will foreclose and take possession of the remaining 12.5% WI in Pine Mills. In this scenario, Nostra Terra will also continue to pursue recovery of the balance of the Hammerhead Receivables outstanding.
The effective date of the acquisition of GFP's WI is 1 November 2016, hence Nostra Terra is entitled to the net cash flow during this period to the end of January.
Matt Lofgran, Chief Executive Officer of Nostra Terra, commented:
"Through this transaction with GFP, Nostra Terra is on the verge of reaching a significant milestone in its newly adopted strategy. We have now increased our WI in Pines Mills to 87.5% and anticipate owning 100% WI in Pine Mills within 60 days.
"In the event we do not increase our interest to 100%, it will be because the Company will have received cash inflow of up to approximately $720,000. Either way, this is a great deal for the Company and its shareholders.
"As operator of Pine Mills and with an increased WI in the oil field, Nostra Terra will benefit greatly from the control it has over operations and the free cash flow generated from the asset.
"Having rationalised the Company's cost base and asset portfolio in 2016, the Board's focus for 2017 is solely on growth and delivering increased shareholder value. Nostra Terra has identified a number of potential acquisitions and I look forward to updating the market in due course."
This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.
For further information, visit www.ntog.co.uk or contact:
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Nostra Terra Oil and Gas Company plc Matt Lofgran, CEO
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+1 480 993 8933 |
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Strand Hanson Limited (Nominated & Financial Adviser and Joint Broker) |
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+44 (0) 20 7409 3494 |
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Rory Murphy / Ritchie Balmer |
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Vicarage Capital Limited (Joint Broker) |
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+44 (0) 20 3651 2910 |
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Rupert Williams / Jeremy Woodgate |
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This information is provided by RNS
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