|By Marketwired .||
|December 5, 2013 04:23 PM EST||
CALGARY, ALBERTA -- (Marketwired) -- 12/05/13 -- Platino Energy Corp. ("Platino") (TSX VENTURE: PZE) announces that it has reached an agreement with Pacific Rubiales Energy Corp. ("Pacific Rubiales") to settle Pacific Rubiales' claim under a reimbursement agreement (the "Reimbursement Agreement") between Platino and C&C Energia Ltd. ("C&C") entered into in connection with the plan of arrangement under which Pacific Rubiales acquired C&C and Platino was spun off to the former shareholders of C&C.
As Platino has disclosed previously, the Reimbursement Agreement required Platino to reimburse C&C (now part of Pacific Rubiales) for the amount of any C&C working capital deficiency on the effective date of the plan of arrangement if an adjusted net working capital statement to be prepared by C&C indicted such a deficiency. Pacific Rubiales and Platino disagreed on whether a reimbursement obligation existed if the appropriate contractual principles under the Reimbursement Agreement were applied. Following discussions between Pacific Rubiales and Platino regarding the nature of this obligation, Pacific Rubiales filed a claim for approximately C$12.8 million against Platino with the Alberta Court of Queen's Bench to protect its interests under the Reimbursement Agreement.
Platino and Pacific Rubiales have entered into a settlement agreement pursuant to which Pacific Rubiales agreed to discontinue its action against Platino and release Platino from further obligations in respect of the working capital reimbursement provisions of the Reimbursement Agreement, and Platino agreed to pay to Pacific Rubiales C$3,000,000 and an amount of Colombian pesos equivalent to approximately C$165,000, and to issue to Pacific Rubiales 1,000,000 newly issued common shares. Issuance of the common shares is subject to approval of the TSX Venture Exchange.
Based on current cash and cash equivalents (including short-term investments), settlement with Pacific Rubiales and activities projected for the remainder of 2013, the Company estimates it will exit 2013 with approximately US$54 million (or US$0.78 per undiluted common share) in available funds.
About Platino Energy Corp.
Platino is a Calgary, Alberta headquartered resource company engaged in the exploration for, and the acquisition, development and production of hydrocarbons in Colombia.
Advisory Regarding Forward-Looking Information
This news release contains "forward-looking information" within the meaning of applicable securities laws. The use of any of the words "will", "plans", "expects", "estimates", "believes" and similar expressions is intended to identify forward-looking information concerning the Company's future operations and performance, including (a) the company's expected issuance of common shares to Pacific Rubiales, and the (b) expectations regarding the available funds of Platino at the end of 2013.
The forward-looking information in this news release is based on certain key expectations and assumptions made by Platino. The statement regarding the future issuance of the common shares is made on the assumption that Platino will receive the approval of the TSX Venture Exchange to such issuance in due course. The statement regarding Platino's expected available funds at year end is based on the assumptions that (a) no unexpected operating expenses arise before the end of 2013; (b) Platino does not complete any further acquisition transactions or unplanned capital expenditures before the end of 2013; (c) no other events arise which would affect Platino's cash position beyond those planned by Platino; and (d) Platino does not issue any additional common shares which would affect the calculation of available funds on a per share basis. Although Platino believes that the expectations and assumptions on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because Platino can give no assurance that it will prove to be correct.
The forward-looking information in this news release is subject to known and unknown risks and uncertainties and other factors which may cause actual results to differ materially from those expressed or implied in the forward-looking information. Such risks, uncertainties and factors include, among others: risks that the TSX Venture Exchange will not approve the common share issuance; risks that Platino will face unbudgeted expenses or payment obligations that would affect its year-end cash position; risks that the Company will have more common shares outstanding at the end of 2013 affecting the per share cash position of the Company at year end; the nature of the exploration and development activities on Platino's assets; risks that actual operating and capital costs will be greater than expected; risks as to the ability of the Company's industry partners to satisfy their obligations under their agreements with the Company, as well as other difficulties encountered during the exploration for, delineation, development and production of oil. As a result of the foregoing, readers should not place undue reliance on the forward-looking information contained in this news release. Readers are cautioned that the foregoing list of factors is not exhaustive.
Additional information on these and other factors that could affect the operations or financial results of Platino are included in the Listing Application (Form 2B) of Platino filed with the TSXV, which has been filed with applicable securities regulatory authorities and may be accessed through the SEDAR website www.sedar.com. The forward-looking information contained in this news release is made as of the date hereof and Platino undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.
NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
Platino Energy Corp. - Bogota
President & Chief Executive Officer
Platino Energy Corp. - Bogota
Controller & Interim Chief Financial Officer
Platino Energy Corp. - Calgary
Vice President, Business Development