ROK Announces Two Asset Acquisitions & Farmin
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ROK Announces Two Asset Acquisitions & Farmin

Wednesday, March 17, 2021 7:00 AM
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Mergers and Acquisitions

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REGINA, SK / ACCESSWIRE / March 17, 2021 / ROK Resources Inc. ("ROK" or the "Company") (TSXV:ROK) is pleased to announce that it has entered into a Purchase and Sale Agreement, dated March 15, 2021 (the "Purchase Agreement") to acquire certain producing oil and gas assets (the "Assets") in Southeastern Saskatchewan. Closing of the acquisition is expected to occur on or about April 30, 2021 with an effective date of April 1, 2021, subject to the completion of a diligence review on the Assets, the completion of a financing transaction to provide funding to purchase the Assets, as well as the receipt of any necessary regulatory approvals, including, without limitation, any required approvals of the TSX Venture Exchange. In addition, ROK has completed an acquisition (the "Non-op Assets") for a non-operated working interest in producing and non-producing oil and gas assets, along with an interest in a multi-well facility in another area of Southeastern Saskatchewan. The acquisition properties include production, as well as liabilities pertaining to future abandonment and reclamation obligations. Total consideration for the two acquisitions is $2,500,000 in cash and 2,250,000 Class B Common Shares of ROK and an overriding royalty specific to the Non-op Assets.

The acquisition properties are located within the Company's core operating area in Southeast Saskatchewan, targeting the Midale and Frobisher formations. Current production is approximately 67 boe/d1 (90% oil and non-gas liquids). The acquired Assets also include two central oil batteries and ­­­­2,500 gross acres of prospective land in proximity to the Company's existing land base. The properties provide additional growth potential for the Company and complements an established operating area allowing for cost effective capital development.

Further, the Company has entered into a Farmout Agreement dated March 15, 2021 (the "Farmin") to acquire the rights to earn certain oil and gas assets (the "Undeveloped Assets") in Southeastern Saskatchewan. ROK will participate in the drilling, completion and equipping of two (2) earning wells, paying 70% of the costs to earn a 35% working interest in the earning wells, plus a 35% working interest in 2,900 gross acres of prospective land in the Undeveloped Assets. The first commitment well is expected to be spud on or before August 31, 2021. Prior to December 31, 2021, ROK has the option to purchase up to a 50% interest in the Undeveloped Assets, which includes two producing oil and gas wells. The Farmin is subject to financing and the receipt of any necessary regulatory approvals.

Commenting on the acquisitions and Farmin, Chairman and CEO Cam Taylor stated:

"The foundation has been established with the addition of a complementary set of acquisitions and a Farmin, providing ROK additional cashflow and a runway to grow reserves and future cashflow as oil prices continue to trend upwards. Ownership in two multi-well facilities underlines ROK's future cost-effective development, utilizing existing processing capacity, water disposal and pipeline infrastructure. ROK will continue to focus on strategic acquisitions, securing long-term financial partners, and continuing to create shareholder value."

Notes to the Press Release:

  1. Average production in the month of January 2021 from the combined acquisitions was approximately 67 boe/d, consisting of 55 bbl/d of oil (82%), 6 bbl/d of non-gas liquids (8%) and 37 Mcf/d of natural gas (8%).

Cautionary Statement Regarding Forward-Looking Information

This news release includes certain "forward-looking statements" under applicable Canadian securities legislation that are not historical facts. Forward-looking statements involve risks, uncertainties, and other factors that could cause actual results, performance, prospects, and opportunities to differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements in this news release include, but are not limited to, statements with respect to the Company's objectives, goals or future plans. Forward-looking statements are necessarily based on a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties and other factors which may cause actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to: general business, economic and social uncertainties; litigation, legislative, environmental and other judicial, regulatory, political and competitive developments; delay or failure to receive board, shareholder or regulatory approvals; those additional risks set out in ROK's public documents filed on SEDAR at www.sedar.com; and other matters discussed in this news release. Although the Company believes that the assumptions and factors used in preparing the forward-looking statements are reasonable, undue reliance should not be placed on these statements, which only apply as of the date of this news release, and no assurance can be given that such events will occur in the disclosed time frames or at all. Except where required by law, the Company disclaims any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

Statements relating to "reserves" are also deemed to be forward looking statements, as they involve the implied assessment, based on certain estimates and assumptions, that the reserves described exist in the quantities predicted or estimated and that the reserves can be profitably produced in the future.

Oil and Gas Disclosures

Management uses oil and gas metrics for its own performance measurements and to provide shareholders with measures to compare the Company's operations over time. Readers are cautioned that the information provided by these metrics, or that can be derived from the metrics presented in this press release, should not be relied upon for investment or other purposes.

The term "boe" or barrels of oil equivalent may be misleading, particularly if used in isolation. A boe conversion ratio of six thousand cubic feet of natural gas to one barrel of oil equivalent (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. Additionally, 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 6:1; utilizing a conversion ratio of 6:1 may be misleading as an indication of value.

Neither the Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility of the adequacy or accuracy of this release.

FOR FURTHER INFORMATION, PLEASE CONTACT:

ROK Resources Inc.
Cam Taylor, Chairman CEO
Email: [email protected]

Lynn Chapman, CFO
Email: [email protected]

SOURCE: ROK Resources Inc.

ROK Resources Inc.
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