NOT FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW.
HONG KONG, June 21, 2017 (GLOBE NEWSWIRE) -- Pursuant to the early warning requirements of applicable Canadian securities laws, Evenergy Company Limited (“Evenergy”) announces that on June 20, 2017 it acquired control over 4,630,122 common shares (“Common Shares”) of Point Loma Resources Ltd. (“Point Loma”) from treasury at a purchase price of $0.48 per share for an aggregate purchase price of $2,222,459 (the “Second Tranche Investment”). Previously, on May 29, 2017 Evenergy acquired control over 3,744,878 Common Shares from treasury at the same purchase price of $0.48 per share for an aggregate purchase price of $1,797,541 (the “First Tranche Investment”). The First Tranche Investment and the Second Tranche Investment (collectively, the “Transaction”) were completed pursuant to the terms and conditions of an investment agreement made as of May 24, 2017 between Point Loma and Evenergy (the “Investment Agreement”). In addition, Point Loma and Evenergy entered into an investor rights agreement dated May 29, 2017 (the “Investor Rights Agreement”).
Following the completion of the Second Tranche Investment, Evenergy has control over 8,375,000 Common Shares. The Common Shares are registered in the name of Evenergy’s wholly-owned subsidiary, Loyal Petroleum Corporation.
Prior to the closing of the Second Tranche Investment, Evenergy had control over 3,744,878 Common Shares, representing approximately 9.9% of the then outstanding Common Shares. Immediately after the completion of the Second Tranche Investment, Evenergy had control over 8,375,000 Common Shares, representing approximately 19.9% of the current outstanding Common Shares.
Evenergy acquired the Common Shares for investment purposes and may, in the future, increase or decrease its ownership of or control over securities of Point Loma, directly or indirectly, from time to time depending upon, among other things, the business and prospects of Point Loma and future market conditions.
Following the completion of the Second Tranche Investment and pursuant to the terms of the Investor Rights Agreement, Jianjun Cui, a founding director of Dayou Energy Ltd., the parent company of Evenergy, was appointed to the board of directors of Point Loma. In addition, the Common Shares issued pursuant to the Transaction are subject to a 12 month contractual hold period in addition to the four month restricted period under applicable securities laws. Evenergy is also subject to certain standstill provisions contained in the Investment Agreement for a period of 12 months, with respect to the acquisition of securities of Point Loma and other matters. Further, Evenergy will have the right to participate in future equity issuances of Point Loma to maintain Evenergy’s pro rata ownership interest on the terms set out in the Investor Rights Agreement.
For further details regarding the acquisition of the Common Shares described above, see the Investment Agreement available on Point Loma's SEDAR profile. Point Loma’s head office is located at 500, 633 – 6th Avenue S.W. Calgary, Alberta, T2P 2Y5.
About Evenergy
Evenergy is a long term strategic investor targeting high quality oil and gas assets to pursue its upstream strategy. Evenergy is a Hong Kong registered company, a subsidiary of Zhongcheng Group, one of the largest privately owned independent petroleum refinery, oil products and LPG distribution and retail companies in China.