AB, May 30, 2023 /CNW/ - Jesmond Capital
Ltd. (TSXV: JES.P) ("Jesmond" or the "Company")
announces that further to the Company's previously announced
"Qualifying Transaction" (the "Transaction") pursuant to the
policies of the TSX Venture Exchange (the "Exchange"), to
acquire Quattro Energy Limited ("Quattro"), the Company has
agreed with Quattro to extend the date for completion of the
Transaction to September 15, 2023.
Upon completion of the Transaction, the combined entity (the
"Resulting Issuer") will continue the business of Quattro
and will be engaged in building a portfolio of international oil
and gas producing assets, with its initial focus on Seaward
Production Licence No. P2519 (the "P2519 Licence"), which
includes Blocks 15/18e and 15/19c and covers an area of c. 225
km2 in the Outer Moray Firth Basin, a highly prospective
area with development potential of the United Kingdom Central North
Sea, close to existing producing infrastructure. Quattro has
entered into an asset purchase agreement to acquire the P2519
Licence (the "Licence Acquisition") which agreement has been
extended to July 31, 2023, to provide
sufficient time to meet the funding requirement under that asset
purchase agreement, and the vendor of the P2519 Licence has agreed
that further extension may be required for all conditions precedent
to be met to allow completion of the sale, including regulatory
approvals to enable the transfer of funds to the vendor and the
assignment of the P2519 Licence to Quattro. See Jesmond's January 17,
2023 press release for additional information.
Since the Company and Quattro entered into the agreement to
complete the Transaction, Quattro has continued to conduct
significant Field Development Planning work on the target assets
and supply chain engagement, as they progress toward development
and prefunding approvals. As a further update, Quattro has also
made an application as "Operator" on a 100% basis for certain
blocks that have been made available within the UK 33rd License
Round, considered by Quattro as strategic in nature. Should any
potential block awards be made to Quattro by the UK regulatory
body, it would be expected that they would be awarded in Q3
In connection with the Transaction, it is proposed that Jesmond
complete a name change to "Quattro Energy Corp." or another name as
the Board of Directors of Jesmond deems appropriate and as is
acceptable to the Exchange and regulators having jurisdiction over
Jesmond (the "Name Change"). The Company has also reserved
the ticker symbol "QTRO" with the Exchange in connection with such
proposed Name Change.
Jesmond will issue additional news releases related to the
Transaction as it becomes available.
All information in this press release relating to Quattro
and the P2519 Licence has been provided by
Quattro and is the sole responsibility of Quattro.
Completion of the Transaction is subject to a number of
conditions, including but not limited to, Exchange acceptance and
if applicable pursuant to Exchange Requirements, majority of the
minority shareholder approval. Where applicable, the Transaction
cannot close until the required shareholder approval is obtained.
There can be no assurance that the Transaction will be completed as
proposed or at all.
Investors are cautioned that, except as disclosed in the
management information circular or filing statement to be prepared
in connection with the Transaction, any information released or
received with respect to the Transaction may not be accurate or
complete and should not be relied upon. Trading in the securities
of a capital pool company should be considered highly
The TSX Venture Exchange Inc. has in no way passed upon the
merits of the proposed Transaction and has neither approved nor
disapproved the contents of this news release.
Neither the TSX Venture Exchange nor its Regulation
Service Provider (as that term is defined in the policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
INFORMATION: This news release includes certain
"forward-looking statements" under applicable Canadian securities
legislation. Forward-looking statements include, but are not
limited to, statements with respect to the structure, terms,
conditions and proposed timing for completion of the Transaction
and the Licence Acquisition; the ability of Jesmond and Quattro to
complete the Transaction; the ability of the Quattro to complete
the Licence Acquisition; the receipt of additional blocks under the
UK 33rd License Round, the Resulting Issuer's future
business operations and results; the receipt of all necessary
shareholder, Exchange, securities regulatory authority and other
third party consents and approvals; and the receipt by Jesmond of
an exemption from the sponsorship requirements of the Exchange.
Forward-looking statements are necessarily based upon a number of
estimates and assumptions that, while considered reasonable, are
subject to known and unknown risks, uncertainties, and other
factors, which may cause the actual results and future events to
differ materially from those expressed or implied by such
forward-looking statements. Such factors include, but are not
limited to: general business, economic, competitive, political and
social uncertainties; delay or failure to receive shareholder or
regulatory approvals; and the results of continued development,
marketing and sales. 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 statements. Jesmond disclaims any intention or
obligation to update or revise any forward-looking statements,
whether because of new information, future events or otherwise,
except as required by law.
SOURCE Jesmond Capital Ltd.