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VIK

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Share Name Share Symbol Market Type
TSXV:VIK TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0 -

Petro Viking Joins the Race for First Oil in Off-Shore Namibia

20/03/2012 12:45pm

Marketwired Canada


Petro Viking Energy Inc. ("Petro Viking") (TSX VENTURE:VIK) is pleased to
announce it has entered into a Letter of Intent ("LOI") with Grisham Assets
Corp. ("Grisham") dated March 19, 2012 to acquire 100% of the issued and
outstanding shares in the capital of Grisham. 


Grisham is a private company incorporated under the laws of the British Virgin
Islands whose principal asset is an agreement to acquire an 80% interest in
blocks 1810, 1710, and 2913B offshore the coast of Namibia, Africa and covering
an area of more than 20,000km2. The Ministry of Mines and Energy of the Republic
of Namibia has issued a Petroleum Exploration License on block 1710 and licenses
are pending on blocks 1810 and 2913B, which are expected to be granted prior to
closing. The remaining 20% is a carried interest held by NAMCOR (Namibian
Government) and the Namibian Black Economic Empowerment group. 


The transaction positions Petro Viking into the heart of the emerging Namibian
oil and gas play. The blocks are ideally situated amongst the flurry of recent
activity in the north, where EnerGulf Resources recently announced a prospective
oil resources report on block 1711 of an estimated 3,166 million barrels of
potentially recoverable oil, and the prolific Kudu field in the south. 


West Africa Oil Play

Offshore Namibia is considered highly under-explored. In an area covering more
than 500,000 km2 only a small number of wells have so far been drilled, seven of
these in the Kudu gas field area alone. The first exploration well (Kudu 9A-1),
drilled in 1973, discovered the Kudu gas field. Over 20,000 km of high-quality
2D Multi-Client data from offshore Namibia is also available through seismic
brokers, in eight individual surveys. Each survey has been designed and acquired
to target key structures within the offshore area. The data vintages range from
the 1989 regional survey, through detailed block specific surveys. 


Most exploration activity in the South Atlantic has focused on the "Salt Basins"
off the coast of Brazil. However recent exploration activity off the coast of
Namibia confirms that the source rock extends down the entire coastal line of
Namibia and contains a pre-salt equivalent petroleum system to Brazil and other
offshore African plays such as Angola. In Angola, almost 16 billion barrels of
hydrocarbon reserves have been found in the post-salt sequence. Petro Viking
intends to focus its efforts on offshore Namibia as it feels the area remains
vastly underexplored despite sharing many similar geological characteristics
with Brazil, which recently yielded four large oil discoveries, being the Tupi,
Carioca, Abare Oeste, and Jupiter fields encompassing more than 20 billion
barrels of oil reserves.


To date, Chariot Oil and Gas, Tower Resources, HRT, Eco, and EnerGulf, among
others, have disclosed more than 17 billion barrels of prospective resource
potential off the coast of Namibia. 


The company is attracted to the area because of its positive geological
characteristics and proven working petroleum system. This transaction represents
a significant opportunity for the company and its shareholders. The purchase of
Grisham provides an 80% interest in blocks immediately west of blocks 1711 and
1811, with potential multi-billion barrel oil and gas projects set to commence
drilling in 2012 plus one offshore oil and gas concession block (2913B) in the
prolific Orange Basin. With Petrobras, BP, HRT, and UK junior Chariot Oil and
Gas leading the charge, the area is heating up and Petro Viking has just joined
the race. 


The Acquisition

Petro Viking will acquire from the selling shareholders (the "Vendors") on
closing of the acquisition (the "Closing"), 100% of the issued and outstanding
Grisham shares. Petro Viking will issue to the Vendors 7,000,000 common shares
of Petro Viking at a deemed issue price of $0.20 and 7,000,000 warrants of Petro
Viking and make a pre-Closing cash payment of US$100,000 (non-refundable) and in
addition make a Closing cash payment of US$5,900,000. The Petro Viking warrants
will have an exercise price equal to the financing price in a concurrent private
placement, terms and conditions of which will be announced shortly, with an
expiration date 24 months from the Closing. The proceeds from the private
placement will fund the cash consideration for the acquisition as well as
initial work commitments, including mapping and delineating a 2D and 3D seismic
program that will commence immediately following Closing. 


The acquisition is arm's length and it is not expected to result in a change of
control. Petro Viking will shortly be announcing details about the appointment
of two senior Geologists with international offshore experience. 


Definitive Agreement

Pursuant to the Letter of Intent, Grisham has agreed to deal exclusively with
Petro Viking to enter into a definitive agreement until the earlier of June 16,
2012 and the date of the execution of the definitive agreement. The definitive
agreement will include customary conditions to Closing, plus the following
specific conditions: (i) receipt of any applicable approvals by the Ministry of
Mines and Energy (Namibia); (ii) completion of satisfactory due diligence on
Grisham and all legal, financial, geological and technical documentation related
to Blocks 1710, 1810, and 2913B; (iii) TSX Venture Exchange approval; and (iv)
approval from the respective boards of Petro Viking and Grisham.


Finder's Fee

Subject to TSX Venture Exchange acceptance, a finder's fee in the amount of
$402,500 will be paid on Closing to Canal Front Investments Inc. The finder's
fee will be paid in Petro Viking common shares and warrants (with the shares
issued at a price equal to the transaction price).


Debt conversion

Petro Viking has reached an agreement in principal with the holders of
outstanding secured debenture debt totaling $640,000, under which the debenture
holders, two of whom are related parties to Petro Viking, will convert
approximately $500,000 of the outstanding debt into 2,500,000 common shares of
Petro Viking prior to Closing at a deemed issue price of $0.20 per share. The
balance of the debenture, being $140,000, will be assigned at par value to other
related parties prior to closing who shall receive a secured convertible
debenture which shall be convertible into common shares at $0.20 per share
within 24 months of Closing. The completion of these transactions is subject to
customary conditions, including TSX Venture Exchange approval. The common shares
issued under the debt settlement will be subject to a statutory four month hold
period. 


By converting $500,000 of the outstanding debt into shares, Petro Viking will
increase its shareholders' equity and reduce its liabilities. Petro Viking is
grateful to the debenture holders for their ongoing confidence and financial
support.


About 1710 and 1810

Blocks 1710 and 1810 are situated in the Namibe basin off the Northern coast of
Namibia along the international boundary with Angola. The two separate
exploration blocks have an area of about 17,000 square kilometers are situated
directly west of blocks 1811 and 1711, which have recently been the focal point
of a tremendous amount of activity. EnerGulf Resources recently announced a
prospective oil resources report for four prospects and nine leads on block
1711, offshore Namibia, including an estimate of 3,166 million barrels of
potentially recoverable oil. Chariot Oil and Gas recently announced it will
drill on block 1811A in April 2012. 


About 2913B

Block 2913 covers an area of about 5,000 square kilometers situated directly
Southwest of the proven Kudu Gas Field in the Orange Basin, offshore Namibia.
The block is located along the Namibian border with South Africa where there is
a large market for natural gas and the planned development of a natural gas
processing plant. The location of block 2913B closely associated with the Kudu
field and directly related to two very important oil and gas hydrocarbon
kitchens, located in the South and Western portions of the basin, gives the area
a very unique geological signature regarding the charge of oil and gas over the
structures. This region of the basin is considered strategically important,
being located in close proximity to South Africa's energy market, and power
shortages. Currently HRT Oil and Gas, BP, Petrobras, Tullow Oil, and Chariot Oil
& Gas have working licenses in Namibia and Shell Oil and PertoSA are working the
South African portion of the basin.


The TSX-V has in no way passed upon the merits of the proposed transaction and
has neither approved nor disapproved the contents of this press release. 


Forward-looking information is frequently characterized by words such as
"expect", "schedule", "estimate", "approximate", "intend", "anticipate",
"believe", and other similar words. These statements are only predictions and
are subject to known and unknown risks, uncertainties and other factors that may
cause the actual results to be materially different from those expressed or
implied by such forward-looking information, including but not limited to:
general business, economic, competitive, political and social risks and
uncertainties; risks relating to oil and gas exploration and exploitation
activities; oil and gas prices; acquisition risks; risks relating to greater
resources, and delays in obtaining regulatory approvals. Although Petro Viking
has attempted to identify important factors that could cause actual results to
differ materially from those contained in forward-looking information, there may
be other factors that cause results not to be as anticipated, estimated or
intended. There can be no assurance that such statements will prove to be
accurate, as actual results and future events could differ materially from those
anticipated in such statements. Accordingly, readers should not place undue
reliance on forward-looking information. Petro Viking does not undertake to
update any forward-looking information, except in accordance with applicable
securities laws.


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