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Sintana Energy Inc
Symbol SNN
Shares Issued 310,632,503
Close 2014-07-18 C$ 0.165
Market Cap C$ 51,254,363
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Sintana, Live Oak amend Colombia asset purchase deal

2014-07-21 08:21 ET - News Release

Mr. Doug Manner reports

SINTANA ENERGY ANNOUNCES AMENDMENT OF ASSET PURCHASE AGREEMENT

Sintana Energy Inc. has entered into an amendment to an asset purchase agreement with Live Oak Holdings Inc. and its wholly owned Colombia subsidiary, LOH Energy Sucursal Colombia (together LOH). Under the amendment, and as a further step in the company's efforts to high grade its asset base, Sintana will assign and transfer its participation interests in two non-core Colombia blocks to LOH. In addition, it will adjust its participation interest in the strategic VMM-4 block in exchange for LOH bearing 100 per cent of exploration phase II costs, and to facilitate and accelerate execution of the licence contract work program.

In May, 2012, Sintana completed a business combination with Colcan Energy Inc. The strategic driver of this transaction was obtaining a 100-per-cent participation interest in the VMM-37 block in Colombia's highly prospective Middle Magdalena basin. As previously reported, the combined conventional and unconventional unrisked oil and gas resources on this block are estimated, net to Sintana, at over 200 million barrels of oil equivalent (MMboe).

In November, 2012, ExxonMobil agreed to pay 100 per cent of VMM-37 exploration phase I well costs (three wells). A consideration was paid to compensate Sintana for past expenses connected with the block. Work program warranties to meet ANH requirements became the responsibility of ExxonMobil. ExxonMobil has an option to proceed to the next phase of the unconventional project. In this development phase, it will pay 100 per cent of the additional costs to a maximum of $45-million (U.S.), of which $10-million (U.S.) will be recouped by ExxonMobil from 50 per cent of Sintana's production proceeds. Once these carry commitments are met, Sintana will assign 70 per cent of the participating interest, rights and obligations, and the operation of the VMM-37 block to ExxonMobil for the exploration and development of unconventional oil and gas resources underlying VMM-37.

Sintana will retain the remaining 30-per-cent participating interest in the unconventional resources as well as its current 100-per-cent participation interest in the conventional resources overlying the top of the unconventional interval.

As a result of the Colcan transaction, Sintana inherited carried 25-per-cent participation interests in three additional Colombia blocks, VMM-4, VMM-15 and LLA-18, each operated by LOH and purchased by Colcan via the original agreement. At the time of the business combination with Colcan, Sintana classified these blocks as non-core.

In the fourth quarter of 2013, a 206-square-kilometre 3-D seismic data acquisition program on VMM-4, for which LOH reportedly paid approximately $10-million (U.S.), was completed, and has now been processed and interpreted. The number and size of prospects identified in both conventional and unconventional formations are very encouraging with preliminary management estimates of unrisked oil and gas resources exceeding 100 MMboe net to Sintana. In addition, exploration wells recently drilled by Canacol, Conoco, ExxonMobil and other industry participants have reportedly discovered substantial conventional and unconventional oil reserves on several nearby blocks, including Midas B, VMM-2 and Santa Isabel. VMM-4 is now classified as a core block and the company is prepared to proceed with an aggressive exploration effort.

VMM-15 is not in the sweet spot of the Magdalena basin, has limited potential, discoveries, if any, would most likely be low gravity oil and it has no material unconventional prospectively.

LLA-18 is located in the Llanos basin, not the Magdalena, its licence contract will expire in November, 2014, unless an extension is issued, has limited potential and is in a remote area that would most likely dictate a helicopter operation.

Sintana and LOH had been at an impasse as to each party's rights and obligations under the legacy agreement. Progress on divestment and exploration programs had been blocked. Time was of the essence as licence rights could have expired if efforts to resolve the issues were not successful and work program duration extensions were not received. A possible alternative was to combine the parties' interests and execute a farm-out with ownership terms similar to Sintana's VMM-37 contract with ExxonMobil -- the assignment and transfer of 70 per cent of the company's pre-existing 25-per-cent participation interest in VMM-4, leaving Sintana with a residual interest of 7.5 per cent.

To settle the dispute, Sintana and LOH have agreed to amend the original agreement. Terms include the assignment and transfer to LOH of Sintana's interests in VMM-15 and LLA-18, and a 10-per-cent participation interest in VMM-4 as consideration for carrying Sintana's share of phase II exploration program costs. Under the original agreement, these costs were to be the responsibility of the company, not LOH. Also, Sintana will receive full access to the VMM-4 seismic data, including the right to share it with third parties. LOH, as operator, will cease disputing its responsibility for 100 per cent of work program guarantees for VMM-4; acknowledge and carry out its financial responsibility for 100 per cent of Sintana's 15-per-cent carried participation interest share of costs and expenses to fully execute the VMM-4 work program; obtain an extension of the VMM-4 licence contract to at least December, 2015; use commercially reasonable efforts to sell its entire participation interest in VMM-4; and resign as operator.

Doug Manner, Sintana's chief executive officer, stated: "Resolution of the disputed agreement issues will allow Sintana to remain focused on its core exploration blocks, accelerate execution of work program drilling on VMM-4, retain a 15-per-cent participation interest in the block and conserve capital as a result of LOH now being responsible for 100 per cent of licence contract work program costs and expenses. The magnitude of the conventional and unconventional resources opportunity on this block is further confirmation of the value potential of Sintana's portfolio of participation interests in the sweet spot of the Magdalena basin."

We seek Safe Harbor.

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