VANCOUVER, BRITISH COLUMBIA--(Marketwire - June 14, 2012) - Taipan Resources Inc. ("Taipan" or the "Company") (TSX VENTURE:TPN) is pleased to announce that it has entered into a formal amalgamation agreement dated June 13, 2012 ("the Amalgamation Agreement") with Lion Petroleum Corp., a private British Columbia company ("Lion"), to acquire all of the issued and outstanding securities of Lion in exchange for 20,124,817 common shares of Taipan (the "Transaction"). Taipan is in the process of preparing a comprehensive filing statement describing the Transaction which will be filed on SEDAR and available for review.
Lion is an oil and gas exploration company with interests in 9.7 million gross oil and gas exploration acres in Kenya known as Block 1 and Block 2B. Further details on Block 1 and Block 2B are contained in Taipan's news release issued on May 17, 2012. Closing of the Transaction is subject to the conditions contained in the Amalgamation Agreement including, among others, approval of the Transaction by both the Lion shareholders and the Taipan shareholders, Taipan being satisfied with its due diligence investigation of Lion and completion by Taipan of its previously announced non-brokered private placement (the "Private Placement"). Details on the Private Placement are contained in Taipan's news release dated May 31, 2012.
Following completion of the Transaction, Minaz (Mike) Devji will be appointed to the Taipan board of directors, Alec Robinson will be appointed as President, and Andrew Bell will be appointed as Chief Financial Officer. Biographies for the additional proposed new directors and officers are as follows:
Alec Robinson - Proposed President
Alec Robinson has 40 years' experience in the international upstream oil and gas business, primarily with Amoco Corporation. He graduated from Imperial College, London, in 1974 with a Master's degree in Petroleum Geology and joined Amoco in the UK. Subsequently, he lived and worked with Amoco in many locations around the world, holding various positions, including President in the Sultanate of Oman and in Colombia, and Exploration Manager in Norway and Argentina. He joined TSXV-listed Centric Energy Corp. as President and CEO in 2006, primarily focusing on exploration in sub-Saharan Africa. Centric was bought by Africa Oil Corp. in February 2011, in a transaction valued at approximately C$60 million.
Andy Bell - Proposed Chief Financial Officer
Andy Bell has almost 30 years' experience in the exploration and production sector of the oil industry, including financial roles with Charterhouse Petroleum plc, Monument Oil and Gas plc, Consort Resources Ltd, Rosehill Energy plc and Centric Energy Corp. These span private and public funding, London and Toronto junior and main markets, and include start-up and early stage companies through to listing and corporate disposals. Most recently Andy was Chief Financial Officer of Centric Energy Corp., whose sale to Africa Oil Corp. was completed in February, 2011.
Minaz (Mike) Devji - Proposed Director
Mike Devji is the founder of Lion. He has over 30 years of experience with public and private companies, relating to the acquisition and financing of resource projects. Mr. Devji is currently a Director and Executive Vice President of Orko Silver Corp., a company that, along with its earn-in partner, Pan American Silver Corp., is developing the La Preciosa silver deposit in Durango, Mexico. In addition, he financed and developed the South-Kemess Copper-Gold Mine in British Columbia.
In addition, Taipan is pleased to announce that it has received the updated NI 51-101 report (the "Geological Report") on Block 1 and Block 2B prepared by Sproule Associates Limited. The Geological Report includes an updated Exploration Work Program for Block 1 and Block 2B onshore Kenya including: (i) seismic acquisition on Block 1 and Block 2B, (ii) a full tensor gravity (FTG) survey on Block 2B, and (iii) the Extension Minimum Work Commitment Fee in the amount of $4.0 million for Block 2B. The total cost of the Exploration Work Program for Block 1 and Block 2B is expected to be $10.7 million. Taipan has submitted the Geological Report to the TSX Venture Exchange for review and it will be filed on SEDAR once the review is complete.
Union Securities Inc. has been engaged as Sponsor for the Transaction in accordance with the policies of the TSX Venture Exchange. Subject to the approval of the TSX Venture Exchange and the satisfaction of the conditions contained in the Amalgamation Agreement, the Transaction is expected to close on or about June 25, 2012.
Union Securities Inc., subject to completion of satisfactory due diligence, has agreed to act as sponsor to the Company in connection with the Transaction. An agreement to sponsor should not be construed as any assurance with respect to the merits of the Transaction or the likelihood of completion.
Completion of the Transaction is subject to a number of conditions, including TSX Venture Exchange acceptance and disinterested shareholder approval. The Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the Filing Statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Taipan should be considered highly speculative.
The TSX Venture Exchange has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this press release.
About Taipan Resources Inc.
Taipan Resources is actively pursuing the acquisition of international oil and gas exploration and development assets. The company is focused on acquisitions in its core geographic regions: Africa, the Middle East and South America, where opportunities remain for junior oil and gas companies to access large-scale oil and gas resources with significant exploration and development upside. Taipan is traded on the TSX Venture Exchange under the symbol TPN.
The statements contained in this release that are not historical facts are forward-looking statements, which involve risks and uncertainties that could cause actual results to differ materially from the targeted results. The Company relies upon litigation protection for forward looking statements.
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.