International oil and gas company TransAtlantic Petroleum has completed the divestiture of its Albanian oil assets after closing a share purchase agreement with GBC Oil Company.
TransAtlantic Petroleum announced on November 16, 2015, the immediate launch of a marketing process for the sale of all its oil and gas assets and operations in Albania. TransAtlantic entered Albania in 2014 by acquiring 100% of Canada-based company Stream Oil & Gas, comprising three oil fields, one gas field and one exploration licence in the Balkan country. The oil industry in Albania is in difficult position as a result of the falling oil prices on the international markets.
On February 29, TransAtlantic Holdings, a subsidiary of TransAtlantic Petroleum entered into and closed a share purchase agreement with GBC Oil, according to which it sold all of the equity interests in Stream Oil & Gas, a subsidiary of TAT Holdings, TransAtlantic Petroleum said in a statement on March 3.
The sale of assets to GBC Oil will be made in exchange for the future payment of $2.3mn to Raiffeisen to pay down a term loan facility dated as of September 17, 2014 between Stream's subsidiary TransAtlantic Albania and Raiffeisen, and the assumption of $29.2mn of liabilities owed by Stream, consisting of $23.1mn of accounts payable and accrued liabilities and $6.1mn of debt.
In addition, GBC Oil issued a warrant to TAT Holdings, pursuant to which TAT Holdings has the right to acquire up to 25% of the fully diluted equity interests in TransAtlantic Albania for nominal consideration at any time on or before March 1, 2019.
TransAtlantic Albania executed an assignment and assumption agreement pursuant to which TransAtlantic Albania will assign its Delvina gas assets and approximately $12.9mn of associated liabilities to Delvina Gas Company (DelvinaCo), a newly established, wholly-owned subsidiary of TransAtlantic Petroleum.
The agreement will be effective upon receipt of required contractual and governmental consents and the expiration of required notice periods.
TAT Holdings and GBC Oil have agreed to make commercially reasonable efforts to obtain the required contractual and governmental consents for the assignment of the Delvina Assets and Liabilities.
TransAtlantic Petroleum said it is currently negotiating a joint venture with a third party for the purchase of a stake in gas company DelvinaCo.
TransAtlantic Petroleum is engaged in the acquisition, exploration, development and production of oil and natural gas. It also operates in Turkey and Bulgaria.
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