Calgary, Alberta--(Newsfile Corp. - July 29, 2024) - Resolute Resources Ltd. (TSXV: RRL) ("Resolute" or the "Company") is pleased to announce that it has entered into a definitive agreement to sell its sole direct wholly-owned subsidiary, Resolute Resources Limited (the "Subsidiary"), to a private arm's length purchaser (the "Purchaser") for cash consideration of $75,000.
The Subsidiary holds all oil and gas assets of the Company (the "Properties") as well as all issued and outstanding shares of an indirect subsidiary of the Company, Resolute Resources Corp. (the "BC Subsidiary"). Together, these represent all of the operating assets of the Company (the "Sale").
Transaction Details
Pursuant to a purchase and sale agreement dated July 25, 2024 between the Company and the Purchaser (the "Sale Agreement"), the Purchaser will acquire all issued and outstanding shares of the Subsidiary and will assume all abandonment and reclamation obligations and environmental liabilities related to the Properties, and all corporate, tax and exploration liabilities of the Subsidiary and the BC Subsidiary.
The Sale Agreement includes customary covenants, representations, and warranties typical for a transaction of this nature. A copy of the Sale Agreement is available under the Company's profile on SEDAR+ at www.sedarplus.ca.
The Sale is expected to be completed in and around the end of Fiscal Q1 of 2024, and is subject to the satisfaction of customary closing conditions, including applicable regulatory approvals, approval of TSX Venture Exchange, and approval of the Company's shareholders. The Company is holding an annual general and special meeting of its shareholder on August 23, 2024 (the "Meeting") to approve, among other things, the Sale, for which two-thirds (2/3) of the Company's shareholders present in person or represented by proxy must approve the Sale. Further information regarding the Meeting and the Sale will be provided in a management information circular, which will be mailed to the Company's shareholders in due course. Investors are cautioned that, except as disclosed in the management information circular, any information released or received with respect to the Sale may not be accurate or complete and should not be relied upon.
Upon closing of the Sale, the Company will focus its efforts on identifying and evaluating suitable assets or businesses to acquire or merge with, with a view to maximizing value for shareholders.
About Resolute Resources Ltd.
Resolute is an energy corporation trading on the TSXV under the symbol RRL. Resolute has projects in Northwest Alberta, where it is exploring shallow cretaceous sandstone reservoirs that can be exploited with Multi-Lateral Open Hole wells. Resolute has accumulated just under 35,000 acres in its GFD light oil project in Northwest Alberta. Resolute is pursuing projects that are high in environmental social and governance metrics, that result in lower emission oil and low water use due to no hydraulic fracturing, but that provide high economic returns.
Cautionary Statement Concerning Forward-Looking Statements
This press release contains certain information that may constitute "forward-looking information" under applicable Canadian securities legislation. Forward looking information includes, but is not limited to, information with respect to the Company completing the Transaction and the timing of the Meeting. Forward-looking information is necessarily based upon a number of assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information. Factors that could affect the outcome include, among others: failure to satisfy the customary closing conditions set forth in the Sale Agreement, including obtaining applicable regulatory approvals and the approval of the Company's shareholders. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. All forward-looking information contained in this press release is given as of the date hereof and is based upon the opinions and estimates of management and information available to management as at the date hereof. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.
For further information, please contact:
Alexander Lindsay
CEO & Director
Phone: 587-585-5421
Email: resolute@resoluteresourcesltd.com
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/218159
SOURCE: Resolute Resources Limited