Claren Energy Corp. and Terra Nova Resources Inc. Announce Closing of Spin Out
31 August 2018 - 3:00PM
Claren Energy Corp. (“Claren” or the “Company”) (TSX-V: CEN) and
Terra Nova Resources Inc. (“TNR”) are pleased to announce that they
have closed the spin out of Claren’s working interests (51.49%) in
two onshore petroleum exploration licenses (“PELs”), being PEL 112
and PEL 444, including a 1.47% overriding royalty interest in the
PELs, located on the western flank of the Cooper Eromanga Basin in
the State of South Australia, Australia, into Terra Nova (the
“Arrangement”). TNR anticipates that it will be listed on the
Canadian Securities Exchange in early September 2018.
Pursuant to the Arrangement, Claren transferred
100% of its common shares of TNR (the “TNR Shares”) to holders
("Claren Shareholders") of common shares of Claren (the "Claren
Common Shares"), on a pro rata basis, such that Claren Shareholders
received one (1) TNR Share for every ten (10) Claren Common Shares
held by the Claren Shareholders. The record date for the spin
out of TNR is August 13, 2018.
In conjunction with closing the Arrangement, TNR
completed a non-brokered private placement financing of 11,800,000
units at $0.05 per share for gross proceeds of $590,000. Each unit
consists of one TNR Share and one warrant with each warrant
entitling the holder to purchase one additional TNR Share at a
price of $0.05 per share at a period of two years from the date of
issue. The shares issued under the private placement will be
subject to restrictions on resale until December 21, 2018.
The proceeds of the financing will be used to satisfy TNR’s joint
venture costs for work programs on PEL 112 and 444.
As part of closing the Arrangement, Mark Lawson
was appointed CEO and a director of TNR, Matthew Anderson as CFO,
and Nico Civelli and Anthony Alvaro will serve as independent
directors.
As a result of closing of the Arrangement and
Financing, TNR has 17,744,245 TNR Shares issued and outstanding and
is now a reporting issuer in the province of British Columbia.
Further details of the Arrangement are set forth
in the Company’s management and information circular dated November
24, 2017.
About Terra Nova Resources
Inc.
Terra Nova Resources Inc. is an oil and gas
company that has a 51.49% working interest in two onshore petroleum
exploration licenses ("PELs"), being PEL 112 and PEL 444, including
a 1.47% gross overriding royalty interest on the PELs, located on
the western flank of the Cooper Eromanga Basin in the State of
South Australia, Australia.
About Claren Energy Corp.
Claren Energy Corp. is an oil and gas company
that has a (40%) participating interest in the Bobocu License,
onshore Romania. Its common shares trade on the TSX Venture
Exchange under the symbol "CEN".
For more information please contact:
Mark Lawson T: +1 647 256 1986Email: mark@clarenenergy.com
Investor Relations Email:
info@clarenenergy.com
This news release contains forward-looking
information relating to Claren and TNR's intentions to conduct the
drilling programs and other statements that are not historical
facts. Such forward-looking information is subject to important
risks and uncertainties that could cause actual results to differ
materially from what is currently expected, for example: risks
related to oil and gas exploration, development, exploitation,
production, marketing and transportation, loss of markets,
volatility of commodity prices, currency fluctuations, competition
from other producers, inability to retain drilling rigs and other
services, reliance on key personnel, and insurance risks..
Findings by other oil and gas issuers does not necessarily indicate
that Claren or TNR will be successful in making such findings in
Australia and Romania. In making such forward- looking statements,
Claren and TNR have relied upon certain assumptions relating to
geological settings, commodity prices, the stability of markets and
currencies and the availability of capital to Claren and TNR in
order to continue with the seismic and drilling programs. You
should not place undue importance on forward-looking information
and should not rely upon this information as of any other date.
While Claren and TNR may elect to, Claren and TNR ares under no
obligation and does not undertake to update this information at any
particular time, except as required by applicable securities
law.
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.
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