Valeura Energy Inc. (TSX:VLE) (“Valeura” or the “Company”), the upstream oil and gas company with assets in the offshore Gulf of Thailand and the Thrace Basin of Turkey, is pleased to announce that it will acquire the remaining minority interest in its special purpose vehicle subsidiary company, Valeura Energy Asia Pte. Ltd (the “SPV”), which is the entity that holds all of its assets in Thailand.
Through a Share Exchange Agreement (“SEA”), Valeura will acquire the 12.5% ownership stake held by the SPV’s minority owners, resulting in the SPV becoming a wholly owned subsidiary of Valeura, and thereby increasing its effective interest in its entire Thailand portfolio. As consideration, the Company will issue to the minority shareholders an aggregate of 9.5 million common shares in Valeura. Under the terms of the SEA, 50% of the shares to be issued will be prohibited from being sold for a period of four months, with the remaining 50% restricted from sale for a period of nine months, without otherwise obtaining consent from Valeura.
Sean Guest, President and CEO commented:
“The SPV was formed as a vehicle to efficiently conduct business development work in Asia over the 2021-2023 time frame and was a key construct in negotiating our two Gulf of Thailand acquisitions. Looking forward, our strong preference is to proceed with our subsidiary interests unencumbered, and to streamline our external reporting.
In return for the issuance of 9.5 million shares, representing approximately 9.4% of the enlarged share capital of Valeura, the Company’s increased ownership stake in the entire Thailand portfolio results in a 14.3% increase in all reserves and production. As such, this transaction is materially value accretive to our shareholders.”
Select individuals in the minority shareholder group will be engaged by the Company, serving in senior leadership roles within the Southeast Asia region.
