Primera Energy Resources Ltd.
TSX VENTURE : PTT

May 01, 2009 09:00 ET

Primera Energy Resources Ltd. (TSXV:PTT) Files Annual Information Form and 51-101 Oil and Gas Disclosure, Announces Management Changes and Provided Update on Trading Halt

PORT OF SPAIN, TRINIDAD & TOBAGO AND CALGARY, ALBERTA--(Marketwire - May 1, 2009) - Primera Energy Resources Ltd. (TSX VENTURE:PTT) (the "Corporation") announces that the Corporation has filed its Annual Financials and Management Discussion and Analysis for the year ended December 31, 2008. The Corporation has also filed its Form 51-101F1 - Statement of Reserves Data and Other Oil and Gas Information, Form 51-101F2 - Report on Reserves Data by Independent Qualified Reserves Evaluator, and Form 51-101F3 - Report of Management and Directors on Oil and Gas Disclosure, under National Instrument 51-101 Standards of Disclosure for Oil and Gas Activities. The oil and gas information is included in the Initial Annual Information Form filed by the Corporation on April 30, 2009. Such filings can be accessed electronically from the SEDAR website at www.sedar.com.

Management Updates

The Corporation is pleased to announce that effective May 1, 2009, Steve Austin will assume the role of Chief Financial Officer and William Koenig will cease in such capacity but continue as a director.

Mr. Austin is the President of Energy Accounting Services Inc. which provides complete accounting and financial solutions for oil and gas corporations. Mr. Austin has over 30 years of experience in connection with the management of public and private corporations, principally in the resources sector and with specific expertise in financial reporting, investor relations, taxation, corporate governance, corporate development and strategic planning. Mr. Austin has served as an officer or director of a number of corporations including as Chief Financial Officer of Sprott Resource Corporation, Choice Resources Corp., CrownJoule Exploration Ltd., Derrick Resources Corp., Quetzal Energy, Inc. and as Chairman of the Board of Blue Grouse Seismic Solutions Ltd. Mr. Austin holds a Bachelor of Commerce degree from the University of Calgary and is a designated Chartered Accountant.

In addition, Mr. Philip E. Collins has agreed to cease to act in the capacity of President and to take on the role of Managing Director, Geology and Exploration, Western Canadian Sedimentary Basin of Primera. Gordon Harris, has also joined as Managing Director, Mergers and Acquisitions and Business Development. These are part-time roles with the Corporation.

The new roles for Mr. Collins and Mr. Harris are designed to build a strong public company team with a goal to increase shareholder value through acquisitions and exploration in the Western Canadian Sedimentary Basin while also balancing this necessary infrastructure to achieve growth within certain G & A expense parameters dictated by the board of directors. The Corporation will revisit these expenditure levels as economics and future activity dictate.

Update on Trading Halt and Potential Transaction

In September, 2008, the Corporation voluntarily requested a halt trading of its Common Shares on the TSX Venture Exchange Inc. as it was in advanced negotiations with a related party for the acquisition of further production from the related party (the "Proposed Transaction"). Given the tumultuous events over the recent period for both the capital markets and the commodity prices for oil, the Proposed Transaction has undergone numerous amendments since inception and has experienced delays due to these amendments. The Corporation's proposal is currently being considered and reviewed by the board of directors of the counterparty. In addition, the ultimate parent company of the counterparty has entered into a memorandum of understanding with the Republic of Trinidad and Tobago with respect to the injection of liquidity and other credit guarantees into related companies to the counterparty. This memorandum of understanding has added an additional layer of governmental oversight to the affairs of the counterparty which are outside the control of the counterparty and its board. Due to the additional approval process, the Proposed Transaction may have to be revisited.

The Proposed Transaction is a reviewable transaction in accordance with the Policies of the TSX Venture Exchange. As such, the common shares of Corporation will remain halted until certain documentation related to the Proposed Transaction is reviewed by the TSX Venture Exchange. A detailed news release regarding the Proposed Transaction will be issued prior to the reinstatement of trading.

The Proposed Transaction is subject to numerous conditions, including board of director approval, a fairness opinion and TSX Venture Exchange acceptance.

Statements in this press release may contain forward-looking information including expectations of future operations, operating costs, commodity prices, administrative costs, commodity price risk management activity, acquisitions and dispositions, capital spending, access to credit facilities, income and oil taxes, regulatory changes, and other components of cash flow and earnings. The reader is cautioned that assumptions used in the preparation of such information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the Corporation. These risks include, but are not limited to, the risks associated with the oil and gas industry, commodity prices and exchange rate changes. Industry related risks could include, but are not limited to, operational risks in development and production, delays or changes in plans, risks associated to the uncertainty of reserve estimates, or reservoir performance, health and safety risks and the uncertainty of estimates and projections of production, costs and expenses. The reader is cautioned not to place undue reliance on this forward-looking information.

Neither 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.

Contact Information

  • Primera Energy Resources Ltd.
    Patrick Acham
    Chief Executive Officer
    (868) 677-7253
    or
    Primera Energy Resources Ltd.
    Philip E. Collins
    Managing Director, Geology and Exploration,
    Western Canadian Sedimentary Basin
    or
    Primera Energy Resources Ltd.
    Gordon Harris
    Managing Director, Mergers and Acquisitions and
    Business Development
    (403) 532-5900