Petro Rubiales to acquire remaining 25 percent interest in Rubiales Holdings Limited
VANCOUVER, Oct. 22 /CNW/ - Petro Rubiales Energy Corp. (the "Company" or
"Petro Rubiales") has entered into an agreement (the "Share Purchase
Agreement") to acquire the remaining 25 percent of the outstanding shares of
Rubiales Holdings Limited ("RHL").
The Share Purchase Agreement, dated October 19, 2007 between PF One
Limited, a Cayman Islands corporation ("PF One") and Petro Rubiales, relates
to the acquisition of the remaining 25 percent minority equity interest in
RHL, a Cayman Islands corporation owned by PF One. German Efromovich and a
family member currently hold the controlling interest in PF One. Mr.
Efromovich is a non-executive Director of the Company and was appointed to the
Board on July 16, 2007.
RHL owns 100 percent of Meta Petroleum Limited ("MPL"), a premier oil and
gas operator, with assets in the Llanos Basin in the Meta Department of
Colombia. Through its wholly-owned subsidiary MPL, RHL holds indirect interest
in three hydrocarbon properties with Ecopetrol S.A, the Colombian, state-owned
oil company, including; the Rubiales, Piriri and Quifa Blocks. Following the
acquisition of the remaining 25 percent minority equity interest in RHL, the
Company's working interest in the Rubiales and Piriri Association Contracts
(after royalties) will increase from 23 and 28 percent respectively, to 30 and
38 percent respectively. MPL currently produces more than 23,000 (gross)
barrels of heavy crude oil (12.5 degree API) per day from its Rubiales and
Piriri Association Contracts.
Commenting on the RHL acquisition, President and Chief Executive Officer,
Ronald Pantin said "we are delighted to increase our interest in RHL to
100 percent, following our initial acquisition of 75 percent in July this
year. As a result of this opportunity to increase our equity interest, our
current net production (after royalties) will increase by approximately 9
Consideration for the acquisition is US$10 million in cash, plus
85,000,000 common shares of Petro Rubiales. PF One currently owns
12,701,176 common shares of the Company and share purchase warrants entitling
it to acquire an additional 6,350,588 common shares. Upon completion of the
proposed acquisition, PF One would own 97,701,176 common shares representing
13.69% of the then 713,753,895 outstanding shares. Assuming exercise of all of
the warrants owned by PF One, PF One would own 104,051,764 shares, or 14.45%
of the then issued and outstanding shares of the Company. While PF One does
not intend to acquire further securities of the Company, it may in the future
acquire or dispose of securities of the Company, through the market or
otherwise, as circumstances or market conditions warrant.
Closing is anticipated to take place within ten (10) business days and is
subject to TSX Venture Exchange approval.
Petro Rubiales, a Canadian-based company and producer of heavy crude oil,
acquired an initial 75 percent interest in Rubiales Holdings Limited (see news
release dated July 16, 2007), owner of 100 percent of Meta Petroleum Limited,
a Colombian oil and gas operator which operates the Rubiales and Piriri oil
fields in the Llanos Basin in association with Ecopetrol S.A. the Colombian,
state-owned oil company. The Company is focused on identifying opportunities
primarily within the eastern Llanos Basin of Colombia.
The TSX Venture Exchange has not reviewed and does not accept
responsibility for the adequacy or accuracy of this news release.