Petrocapita Announces Strategic Alternative Results and Ongoing Challenges


CALGARY, Alberta, March 22, 2019 (GLOBE NEWSWIRE) -- Petrocapita Income Trust (CSE:PCE.UN) (“Petrocapita” or the “Trust”) previously announced on February 12, 2019 that it initiated a strategic alternatives process through Sayer Energy Advisors. This process sought the sale of Petrocapita for cash, a merger of Petrocapita with another oil and natural gas entity, or a sale of some or all of Petrocapita’s assets. It was noted on February 12th that any transaction arising from this process would potentially enable Petrocapita to deal with its regulatory obligations, its current working capital deficit and its other debts. It was also noted that Petrocapita would continue to work on initiatives to secure financial partners to help assist in well reactivations, recompletions and or drilling.

On February 8, 2019, Sayer Energy Advisors commenced the strategic alternatives marketing process of Petrocapita.  At that time an information brochure summarizing Petrocapita was mailed to approximately 900 contacts, and a copy of the information brochure along with corresponding maps and summary information for each area was placed on the Sayer website, www.sayeradvisors.com. In addition, Sayer initiated a virtual data room which was available to all of the parties that signed a confidentiality agreement.

Subsequent to the mailing of the information brochure, on February 12, 2019 approximately 2,100 parties from a separate distribution list received an electronic copy of the brochure by email and an advertisement was placed in the BOE Report on February 12, 2019.  On February 13, 2019, an advertisement was placed in the Daily Oil Bulletin announcing the divestiture.  The bid deadline for offers was March 14, 2019.

Prior to the March 14th deadline, the Alberta and Saskatchewan oil and gas regulators were made aware of this process by Petrocapita (as any offer/proposal to be enacted on would require regulatory approval).

Petrocapita received a number of offers/proposals by the bid deadline which the management of Petrocapita is currently reviewing.  The offers/proposals received were, for the most part, subject to normal industry terms and conditions, which would include no debt or litigation registrations on title, satisfactory environmental reviews, satisfactory regulatory approval and confirmation that the assets are in good standing, and provision for deposits.

Petrocapita feels that although the offers/proposals received may not be reflective of the true asset value, but the offers/proposals are reflective of the current challenging market environment relating to heavy (WCS) oil assets.

Petrocapita plans to pursue a number of the offers/proposals received, but there is no certainty that any will successfully close as mutually agreed to terms and conditions must be satisfied, respective Provincial regulatory approvals must be obtained, and the potential Purchaser must have the overall ability to transact.

Petrocapita continues to face challenges that include decimated capital markets, regulatory requirements, weak financial strength (as at September 30, 2018 Petrocapita’s working capital deficit was $8,340,343, its secured debt stood at $15,910,243 exclusive of interest and its unsecured debts stood at $5,819,651, exclusive of interest), uncertainty of an economic price for WCS oil, high Rural Municipality taxes, and high surface lease payments. In addition the overall oil and gas industry remains under pressure from challenges such as various detrimental Provincial and Federal Government actions on pipelines and developments (both in Canada and the USA), various negative court rulings on same, and vocal concerned environmental groups and stakeholders working seemingly in conjunction with and or without protestors to delay and or stop Alberta oil and gas pipelines and development.

Pending closing on any of these offers/proposals, Petrocapita plans to do what it can to pay down debt, and at the same time Petrocapita continues to work on initiatives to secure financial partners to help assist in well reactivations, recompletions and or drilling.  Failure in all of these initiatives will potentially result in Petrocapita ceasing operations, either temporarily or permanently (pending financial strength and regulatory requirements).

This press release may be viewed on the Canadian Securities Exchange (CSE) and the System for Document Analysis and Retrieval (“SEDAR”) and may be accessed at www.sedar.com.  For further information, please contact:

Richard Mellis, President
Telephone: (587) 393-3459

OR

Gregory Marr, CFO, Investor Relations
Telephone: (587) 393-3461

FORWARD LOOKING INFORMATION:

Certain statements and information contained in this news release constitute forward-looking statements and forward-looking information as defined under applicable securities legislation (collectively, "forward-looking statements"). These forward-looking statements relate to future events or Petrocapita's future performance. All statements other than statements of historical fact are forward-looking statements. The use of any of the words "anticipate", "plan", "contemplate", "continue", "estimate", "expect", "intend", "propose", "might", "may", "will", "shall", "project", "should", "could", "would", "believe", "predict", "forecast", "pursue", "potential" and "capable" and similar expressions are intended to identify forward-looking statements. Forward-looking statements are subject to risks and uncertainties. All statements within, other than statements of historical fact, are to be considered forward looking. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, continued availability of capital and financing, and general economic, market or business conditions. There can be no assurances that such statements will prove accurate and, therefore, readers are advised to rely on their own evaluation of such uncertainties.

Readers are cautioned that the risk factors set forth above should not be construed as exhaustive. Additional information on risks, uncertainties and factors that could affect the foregoing forward-looking information and/or Petrocapita's operations or results therefrom is included in its filings with the securities commissions which have been filed under Petrocapita's profile on SEDAR (www.sedar.com).

Although the forward-looking statements contained in this news release are based upon what Petrocapita's management believes to be reasonable assumptions, Petrocapita cannot assure investors that actual results will be consistent with such information. Forward-looking statements reflect management's current beliefs and are based on information currently available to Petrocapita. Petrocapita cautions readers not to place undue reliance on Petrocapita's forward-looking statements. The forward-looking statements are made as of the date of this news release and Petrocapita assumes no obligation to update or revise such information to reflect new events or circumstances, except as may be required by applicable securities laws.