Calgary, Alberta–(December 9, 2019) – Briko Energy Corp. (“Briko” or the “Corporation”) is pleased to announce that it has executed a purchase and sale agreement (“PSA”) to acquire complementary Cardium oil and natural gas assets in the Alberta foothills (the “Complementary Assets”) with an effective date of November 1, 2019. In addition to executing the PSA, Briko is also pleased to announce that it has entered into a $1.5 million credit agreement with Tallinn Capital Energy Corp. (“Tallinn”).
The Complementary Assets include established reserves, production, infrastructure and land holdings jointly with and adjacent to Briko’s existing foothills assets. In addition to an increased asset and production base, the acquisition of the Complementary Assets expands Briko’s development drilling inventory in its Cardium light oil focused Stolberg area providing for future reserve and production growth.
Closing of the acquisition of the Complementary Assets is expected to occur in the first quarter of 2020 and is subject to satisfaction of customary closing conditions, including receipt of applicable regulatory approvals.
Key Acquisition Highlights
- Cash consideration of $1.8 million, subject to customary adjustments;
- Current average daily production on the Complementary Assets of approximately 425 BOE/d based on field estimates;
- Increases Briko’s Foothills acreage by 35,000 net acres to approximately 250,000 net acres;
- Increases Briko’s anticipated 2020 annual average daily production to be in the range of 850 – 950 BOE/d; and
- Pro-forma adjusted funds flow for 2020 is expected to be in excess of $1.2 million ($0.11 per share) based on production estimates and current 2020 strip commodity prices.
Credit Facility Financing
In conjunction with the acquisition of the Complementary Assets, Tallinn is providing a senior secured credit facility (the “Credit Facility”) of $1.5 million that matures on September 30, 2021. Principal reductions on the Credit Facility of $60,000 per month will commence on February 28, 2020 with the remainder of the principal due on the maturity date. The Credit Facility is also subject to customary financial covenants and security requirements.
About Briko Energy Corp.
Briko Energy Corp. is an Alberta Foothills Cardium light oil focused company with undeveloped land, crude oil and natural gas reserves and a production base with associated infrastructure. Corporate information can be found at: www.brikoenergy.com.
For additional information, please contact:
Briko Energy Corp.
1710 736 6th Ave. SW
John H. Van de Pol
President & CEO
Vice President & CFO
Forward-Looking Statements and Information and Cautionary Statements
This press release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws including, without limitation, those listed under “Risk Factors” and “Forward-looking Statements and Information” in its filings available on SEDAR at www.sedar.com. The use of any of the words “expect”, “anticipate”, “continue”, “estimate”, “objective”, “ongoing”, “may”, “will”, “project”, “should”, “believe”, “plans”, “intends” and similar expressions are intended to identify forward-looking statements or information. Forward-looking statements and information in this press release include, but are not limited to, the closing of the purchase of the Complementary Assets, Briko’s anticipated annual average daily production for 2020 and its pro-forma adjusted funds flow for 2020. In addition, management’s assessment of future plans and operations, drilling plans, and the timing thereof, capital expenditures, timing of capital expenditures, and methods of financing capital expenditures and the ability to fund financial liabilities, production estimates, expected commodity mix and prices, future operating costs, future transportation costs, expected royalty rates, general and administrative expenses, interest rates, debt levels, funds flow from (used in) operations and the timing of and impact of implementing accounting policies, estimates regarding undeveloped land position and estimated future drilling, completion, recompletion or reactivation locations may constitute forward-looking statements and information under applicable securities laws and necessarily involve risks including, without limitation, 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 estimates, environmental risks, competition from other producers, inability to retain drilling rigs and other services, incorrect assessment of the value of acquisitions, failure to realize the anticipated benefit of acquisitions, the inability to fully realize the benefits of acquisitions, delays resulting from or inability to obtain required regulatory approvals and inability to access sufficient capital from internal and external sources. Consequently, the Corporation’s actual results may differ materially from those expressed in, or implied by, the forward-looking statements. Forward-looking statements or information is based on several factors and assumptions which have been used to develop such statements and information, but which may prove to be incorrect. Although Briko believes that the expectations and assumptions on which the forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information because Briko cannot give any assurance that they will prove to be correct. Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to several factors and risks. These include but are not limited to the risks associated with the oil and gas industry in general (e.g., operational risks in development, exploration and production; delays or changes in plans with respect to exploration or development projects or capital expenditures; the uncertainty of reserve estimates; the uncertainty of estimates and projections relating to production, costs and expenses; failure to obtain necessary regulatory approvals for planned operations; health, safety and environmental risks; uncertainties resulting from potential delays or changes in plans with respect to exploration or development projects or capital expenditures; volatility of commodity prices, currency exchange rate fluctuations; imprecision of reserve estimates; and competition from other explorers) as well as general economic conditions, stock market volatility, and the ability to access sufficient capital. We caution that the foregoing list of risks and uncertainties is not exhaustive.
In addition, the reader is cautioned that historical results are not necessarily indicative of future performance. The forward-looking statements and information contained in this press release are made as of the date hereof and Briko undertakes no obligation to update publicly or revise any forward-looking statement or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.
This press release provides certain financial measures that do not have a standardized meaning prescribed by IFRS. These non-IFRS financial measures may not be comparable to similar measures presented by other issuers. Adjusted funds flow, operating netback, operating income, net operating expenses and net working capital (deficiency) are not recognized measures under IFRS. Management believes that in addition to net income (loss), adjusted funds flow, operating income and operating netback are useful supplemental measures that demonstrate the Corporation’s ability to generate the cash necessary to fund future capital investment. Investors are cautioned, however, that these measures should not be construed as an alternative to net income (loss), determined in accordance with IFRS, as an indication of Briko’s performance. Adjusted funds flow is calculated by adjusting net income (loss) for depletion and depreciation, exploration and evaluation expense, impairment, gain (loss) on sale of property, plant and equipment, share-based payments, unrealized gain (loss) on risk management contracts, accretion and expenditures on decommissioning obligations. Operating netback equals the total of oil and natural gas sales, realized gains or losses on risk management contracts, less royalties, transportation and net operating expenses as calculated on a boe basis. Operating income is calculated in the same method as the operating netback but is presented on a total basis rather than on a boe basis. Net operating expense is a non-IFRS measure calculated as operating expenses less other income. Other income includes gas processing income earned from fees charged to third parties at facilities where Briko has an ownership interest. Net working capital (deficiency) includes total current assets and current liabilities excluding current lease obligations and short-term derivative assets and liabilities related to the Corporation’s risk management activities.
Oil and Gas Advisory
In this press release, the abbreviation BOE means a barrel of oil equivalent derived by converting gas to oil in the ratio of 6 Mcf of gas to 1 bbl of oil (6 Mcf:1 bbl). BOE may be misleading, particularly if used in isolation. A BOE conversion ratio of 6 Mcf:1 bbl is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. Given that the value ratio based on the current price of crude oil as compared to natural gas is significantly different from the energy equivalency of 6 Mcf:1 bbl, utilizing a conversion ratio on a 6 Mcf of gas to 1 bbl of oil basis may be misleading as an indication of value.