PTRVF - Petro Viking Energy Inc. Provides Clarification on the June 14 2021 Announcement and an Update on the Acquisition in West Central Alberta for $50664000 and the Subsequent Name Change of the Company to Avila Energy Corp.
(TheNewswire)
Calgary, Alberta – TheNewswire - November 1, 2021 – Petro Viking EnergyInc. (“ Petro Viking ” or the “ Company ”) ispleased to report the Company’s continuing progress towards theclosing of the proposed asset purchase of 100% of 611890 AlbertaInc.’s interests in 53,835 Acres, 43,935 Acres (Net), of mineralrights, associated wells, pipelines and facilities for the purchaseprice of $50,664,000 CAD and the subsequent name change of the Company(the “ Acquisition ”), previously announced on June14, 2021.
At the AnnualGeneral and Special Meeting, held on October 15,2021, the Company approved the amendment of theCompany’s articles to give effect to a name change of the Company toAvila Energy Corp. or any such name as is authorized by the board ofdirectors of the Company, acceptable to the Canadian Stock Exchangeand applicable regulatory authorities on or about the closing.
The Purchase Price for the Acquisition is beingsatisfied by way of the issuance of 44,440,000 Class A common shares(the “ CommonShares ”) at a price of $0.60 per share and30,000,000 convertible preferred shares (the “ Convertible Shares ”), convertible at a price of $0.80 per share. TheConvertible Shares shall have a term of five (5) years and earn anaccruing annual dividend at a rate of two percent (2%), payable uponconversion. The conversion of the Convertible Shares at the electionof the holder can only occur after one of three milestones has beenachieved: a) the Company exceeds the production rate of 3,000 boe/d,b) the Common Shares trade at a volume weighted average price (VWAP)of more than $1.00 per share for twenty (20) consecutive business daysor c) the second year anniversary since the issuance of the CommonShares has occurred. At maturity upon the fifth anniversary of theirissuance, the Convertible Shares shall automatically be redeemed on a1:1 basis along with any accrued dividends by the issuance of CommonShares.
Closing is anticipated to occur upon completing thefiling of all necessary documentation and the receipt of a ConsentResolution passed by a majority of not less than two thirds (2/3) ofthe votes cast by the shareholders of the Company. Closing alsoremains subject to the execution of all related applications andapprovals necessary, as would be customary within the industry, andthe final approval by all regulatory bodies, including the Canadian SecuritiesExchange (the “ CSE ”).
Clarification on the June 14, 2021,Press Release
Furthermore the Company wishes to clarify that thedisclosed metrics, reserves, NPV and locations for the Acquisitionwere internally prepared effective April 1 st , 2021, by theCompany and not by or underthe direct supervision of a Qualified Reserves Evaluator (“ QRE ”), as required under section 5.2 ofNational Instrument 51-101 Standards of Disclosure for Oil and Gas Activities (“ NI51-101 ”) and was not prepared in accordancewith the Canadian Oil and Gas Evaluation Handbook (“ COGE Handbook ”).
Therefore, the Avila Asset disclosure of reserves andother oil and gas information announced on June 14, 2021, does notmeet the requirements of NI 51-101, specifically section 5.2, and wasnot prepared in accordance with the COGE Handbook. The reserves and other oil and gasinformation associated with the Acquisition disclosed in theabove-mentioned news release cannot be relied upon for theaforementioned reasons.
Corporate Update
The Company continues its efforts with the CSE and the Alberta Securities Exchange (the “ ASC ”) to obtain all necessary regulatoryapprovals in connection with the previously announced acquisition ofassets from 611890 Alberta Inc., which would ultimately allow for theresumption of trading of the Company’s common shares on the CSE. Tothe knowledge of the Company’s management, there are no materialcircumstances that could adversely affect delays in relation to which such approvals are obtained. As part ofthe approval process, the Company intends to circulate and execute aconsent resolution by its shareholders in connection with theAcquisition upon receipt of the approval by the CSE and ASC of theform of the resolution to be circulated.
About Petro Viking Energy Inc.
The Company is an Emerging CSElisted corporation (“VIK”), and in combination with its licensedJoint Venture partner is a producer, explorer, and developer of Energyin Canada. As a low cost Carbon Neutral Energy Producer in 2022 the Company will continue to achieve itsresults by focusing on the application of a combination of provengeological, geophysical, engineering, and productiontechniques.
For further information, pleasecontact:
Leonard B. Van Betuw, President and CEO, atleonard.v@avilaexpl.com;
Peter Nesveda, Vice President of Corporate Affairs andInvestor relations, at peter@intuitiveaustralia.com.au; or
Lars Glimhagen, CFO, at lars@petroviking.ca .
President & CEO
Cautionary Statement Forward-Looking Information:
Certain information in this news release, including the operations atthe Company’s properties, constitute forward-looking statementsunder applicable securities laws. Although Petro Viking Energy Inc.believes that the expectations reflected in these forward lookingstatements are reasonable, undue reliance should not be placed on thembecause Petro Viking Energy Inc. can give no assurance that they willprove to be correct. Since forward looking statements address futureevents and conditions, by their very nature they involve inherentrisks and uncertainties. The forward-looking statements contained inthis news release are made as at the date of this news release and theCompany does not undertake any obligation to update publicly or torevise any of the included forward-looking statements, whether as aresult of new information, future events or otherwise, except as maybe required by applicable securities laws. This release includescertain statements that may be deemed “forward-lookingstatements”. All statements in this release, other than statementsof historical facts, that address future production, reservepotential, exploration drilling, exploitation activities and events ordevelopments that the Company expects are forward looking statements.Although the Company believes the expectations expressed in suchforward looking statements are based on reasonable assumptions, suchstatements are not guarantees of future performance and actual resultsor developments may differ materially from those in theforward-looking statements. Factors that could cause actual results todiffer materially from those in forward looking statements includemarket prices, exploitation and exploration successes, continuedavailability of capital and financing, and general economic, market orbusiness conditions. It should not be assumed that the estimates ofnet present value of future net revenue attributable to the Company'sreserves presented above represent the fair market value of thereserves. The recovery and reserve estimates of the Company's oil,NGL, and natural gas reserves provided herein are estimates only andthere is no guarantee that the estimated reserves will be recovered.Further, there is no assurance that the forecast prices and costsassumptions will be attained and variances could be material.Investors are cautioned that any such statements are not guarantees offuture performance and those actual results or developments may differmaterially from those projected in the forward-looking statements.Barrel ("bbl") of oil equivalent ("boe") amountsmay be misleading particularly if used in isolation. All boeconversions in this report are calculated using a conversion of sixthousand cubic feet of natural gas to one equivalent barrel of oil (6mcf=1 bbl) and is based on an energy conversion method primarilyapplicable at the burner tip and does not represent a valueequivalency at the well head. This news release shall not constitutean offer to sell or the solicitation of any offer to buy, nor shallthere be any sale of these securities in any jurisdiction in whichsuch offer, solicitation or sale would be unlawful. The securitiesoffered have not been and will not be registered under the U.S.Securities Act of 1933, as amended, and may not be offered or sold inthe United States absent registration or applicable exemption from theregistration requirements of the U.S. Securities Act and applicablestate securities laws. Trading in the securities of Petro VikingEnergy Inc. should be considered highly speculative. Neither theCanadian Stock Exchange nor its Regulation Services Provider (as thatterm is defined in the policies of the Canadian Stock Exchange)accepts responsibility for the adequacy or accuracy of this release.For more information on the Company, Investors should review theCompany’s registered filings which are available at www.sedar.com.
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