/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR
DISSEMINATION IN UNITED
STATES/
CALGARY, Dec. 20, 2018 /CNW/ - Pieridae Energy Limited
(PEA-TSXV) ("Pieridae") and Ikkuma Resources Corp.
(IKM-TSXV) ("Ikkuma") announce that they have completed the
previously announced arrangement pursuant to which Pieridae
acquired all of the issued and outstanding shares of Ikkuma by way
of a plan of arrangement (the "Arrangement") under section
193 of the Business Corporations Act (Alberta). The Arrangement was approved by
shareholders of Ikkuma ("Ikkuma Shareholder") at a special
meeting of Ikkuma Shareholders held on December 17, 2018 (the "Meeting") and by
the Court of Queen's Bench of Alberta.
The completion of the Arrangement provides Pieridae with
ownership of an extensive area of producing and gas-prone reserve
and resource properties situated primarily in the central Alberta
Foothills area. Prior to completing the Arrangement certain
interests in Cardium light oil-focused Alberta Foothills properties
were transferred to a newly formed private corporation named Briko
Energy Corp. ("ExploreCo").
Pursuant to the Arrangement each Ikkuma Shareholder is entitled
to receive, for each common share of Ikkuma, 0.1926 of a common
share of Pieridae (each such whole share, a "Pieridae
Share"), 0.1 of one common share of ExploreCo (each such whole
share, an "ExploreCo Share") and 0.1 of one common share
purchase warrant of ExploreCo (each such whole warrant, an
"ExploreCo Warrant"), with Ikkuma shareholders holding 100%
of ExploreCo upon completion of the Arrangement. The shares of
Ikkuma will be delisted from the TSX Venture Exchange.
If you are a registered Ikkuma Shareholder, in order to receive
the Pieridae Shares, ExploreCo Shares and ExploreCo Warrants that
you are entitled to upon the completion of the Arrangement, you
must complete and sign the letter of transmittal which accompanied
the Meeting Materials and return it, together with your share
certificate(s) and any other required documents and instruments, to
Alliance Trust Company, in accordance with the procedures set out
in the letter of transmittal. Registered Ikkuma Shareholders may
also use the internet site at www.alliancetrust.ca/shareholders/ to
transmit their voting instructions.
Concurrent with completion of the Arrangement Pieridae entered
into a $50 million senior secured
term loan facility (the "Term Loan") with Alberta Investment
Management Corporation ("AIMCo"). The Term Loan bears annual
interest at 9.5% and matures on September
30, 2019. Proceeds from the Term Loan were used to repay
outstanding indebtedness of Ikkuma.
About Pieridae
Founded in 2011, Pieridae, a majority Canadian owned corporation
based in Calgary, is focused on
the development of integrated energy-related activities, from the
exploration and extraction of natural gas to the development,
construction and operation of the Goldboro LNG facility and the
production of LNG for sale to Europe and other markets. Pieridae is on
the leading edge of the re-integration of the LNG value chain in
North America. Pieridae has
50,549,763 shares issued and outstanding which trade on the TSX
Venture Exchange (PEA).
Forward-Looking Statements
Certain statements contained herein may constitute
"forward-looking statements" or "forward-looking information"
within the meaning of applicable securities laws (collectively
"forward-looking statements"). Words such as "may", "will",
"should", "could", "anticipate", "believe", "expect", "intend",
"plan", "potential", "continue", "shall", "estimate", "expect",
"propose", "might", "project", "predict", "forecast" and similar
expressions may be used to identify these forward-looking
statements.
Forward-looking statements involve significant risk and
uncertainties. A number of factors could cause actual results
to differ materially from the results discussed in forward-looking
statements including, but not limited to, risks associated with oil
and gas exploration, development, exploitation, production,
marketing and transportation, loss of markets, volatility of
commodity prices, currency fluctuations, imprecision of reserve and
resource estimates, environmental risks, competition from other
producers, incorrect assessment of the value of the Arrangement,
failure to realize the anticipated benefits of the Arrangement,
ability to access sufficient capital from internal and external
sources and other risks and uncertainties described elsewhere
herein or in Pieridae's and Ikkuma's other filings with Canadian
securities regulatory authorities.
Forward-looking statements are based on a number of factors and
assumptions which have been used to develop such forward-looking
statements but which may prove to be incorrect. Although it is
believed that the expectations reflected in such forward-looking
statements are reasonable, undue reliance should not be placed on
forward-looking statements because no assurance can be given that
such expectations will prove to be correct. In addition to other
factors and assumptions which may be identified in this document,
assumptions have been made regarding, among other things: the
impact of increasing competition; the general stability of the
economic and political environment in which Pieridae and Ikkuma
operates; the ability to obtain qualified staff, equipment and
services in a timely and cost efficient manner; the ability to
operate in a safe, efficient and effective manner; the ability to
obtain financing on acceptable terms; the ability to replace and
expand oil and natural gas reserves through acquisition,
development and exploration; the timing and costs of pipeline,
storage and facility construction and expansion and the ability to
secure adequate product transportation; future oil and natural gas
prices; currency, exchange and interest rates; the regulatory
framework regarding royalties, taxes and environmental matters in
the jurisdictions in which Pieridae and Ikkuma operate; and the
ability of to successfully market crude oil and natural gas
products. Readers are cautioned that the foregoing list of factors
is not exhaustive. Additional information on these and other
factors that could affect operations and financial results are
included in reports of Pieridae and Ikkuma on file with Canadian
securities regulatory authorities and may be accessed through the
SEDAR website (www.sedar.com), and at Pieridae's website
(www.pieridaeenergy.com) and Ikkuma's website
(www.ikkumarescorp.com).
Although the forward-looking statements contained herein are
based upon what management believes to be reasonable assumptions,
management cannot assure that actual results will be consistent
with these forward-looking statements. The forward-looking
statements contained herein are made as of the date hereof and
neither Pieridae nor Ikkuma undertakes any obligation to update
publicly or revise any forward-looking statements, whether as a
result of new information, future events or otherwise, except as
required by applicable securities laws.
Neither TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this release.
SOURCE Ikkuma Resources Corp.