Sintana Energy Inc.
TSX VENTURE : SNN

July 21, 2014 07:45 ET

Sintana Energy Announces Amendment of Asset Purchase Agreement

TORONTO, ONTARIO--(Marketwired - July 21, 2014) - Sintana Energy Inc. (TSX VENTURE:SNN) ("Sintana" or "Company"), a Canadian oil & gas company focused on exploration and development activities in Colombia, is pleased to announce that it has entered into an amendment to an Asset Purchase Agreement (the "Agreement") with Live Oak Holdings, Inc. and its wholly owned Colombia subsidiary, LOH Energy Sucursal Colombia, (together "LOH"). Under the amendment, and as a further step in the Company's efforts to high grade its asset base, Sintana will assign and transfer its participation interests in two non-core Colombia blocks to LOH. In addition, it will adjust its participation interest in the strategic VMM-4 Block in exchange for LOH bearing 100% of Exploration Phase II costs and to facilitate and accelerate execution of the License Contract Work Program.

In May 2012, Sintana completed a business combination with Colcan Energy Inc. ("Colcan"). The strategic driver of this transaction was obtaining a 100% participation interest in the VMM-37 Block in Colombia's highly prospective Middle Magdalena Basin. As previously reported, the combined conventional and unconventional unrisked oil and gas resources on this block are estimated, net to Sintana, at over 200 million barrels of oil equivalent (MMBOE).

In November 2012, ExxonMobil agreed to pay 100% of VMM-37 Exploration Phase I well costs (3 wells). A consideration was paid to compensate Sintana for past expenses connected with the block. Work Program warranties to meet ANH requirements became the responsibility of ExxonMobil. ExxonMobil has an option to proceed to the next phase of the unconventional project. In this Development Phase, it will pay 100% of the additional costs to a maximum of US $45 million, of which US $10 million will be recouped by ExxonMobil from 50% of Sintana's production proceeds. Once these carry commitments are met, Sintana will assign seventy percent (70%) of the participating interest, rights and obligations and the operation of the VMM-37 Block to ExxonMobil for the exploration and development of unconventional oil and gas resources underlying VMM-37.

Sintana will retain the remaining 30% participating interest in the unconventional resources as well as its current 100% participation interest in the conventional resources overlying the top of the unconventional interval.

As a result of the Colcan transaction, Sintana inherited carried 25% participation interests in three additional Colombia blocks, VMM-4, VMM-15 and LLA-18, each operated by LOH and purchased by Colcan via the original Agreement. At the time of the business combination with Colcan, Sintana classified these blocks as non-core.

In the fourth quarter of 2013, a 206 square kilometer 3D seismic data acquisition program on VMM-4, for which LOH reportedly paid approximately US$10 million, was completed and has now been processed and interpreted. The number and size of prospects identified in both conventional and unconventional formations are very encouraging with preliminary management estimates of unrisked oil and gas resources exceeding 100 MMBOE net to Sintana. In addition, exploration wells recently drilled by Canacol, Conoco, ExxonMobil and other industry participants have reportedly discovered substantial conventional and unconventional oil reserves on several nearby blocks including, Midas B, VMM-2 and Santa Isabel. VMM-4 is now classified as a core block and the Company is prepared to proceed with an aggressive exploration effort.

VMM-15 is not in the "sweet spot" of the Magdalena Basin; has limited potential; discoveries, if any, would most likely be low gravity oil and it has no material unconventional prospectively.

LLA-18 is located in the Llanos Basin, not the Magdalena; its License Contract will expire in November 2014 unless an extension is issued; has limited potential and is in a remote area that would most likely dictate a helicopter operation.

Sintana and LOH had been at an impasse as to each party's rights and obligations under the legacy Agreement. Progress on divestment and exploration programs had been blocked. Time was of the essence as License rights could have expired if efforts to resolve the issues were not successful and Work Program duration extensions were not received. A possible alternative was to combine the parties' interests and execute a farmout with ownership terms similar to Sintana's VMM-37 contract with ExxonMobil - the assignment and transfer of 70% of the Company's preexisting 25% participation interest in VMM-4, leaving Sintana with a residual interest of 7.5%.

To settle the dispute, Sintana and LOH have agreed to amend the original Agreement. Terms include the assignment and transfer to LOH of Sintana's interests in VMM-15 and LLA-18 and a 10% participation interest in VMM-4 as consideration for carrying Sintana's share of Phase II Exploration Program costs. Under the original Agreement, these costs were to be the responsibility of the Company, not LOH. Also, Sintana will receive full access to the VMM-4 seismic data, including the right to share it with third parties. LOH, as operator, will cease disputing its responsibility for 100% of Work Program guarantees for VMM-4; acknowledge and carry out its financial responsibility for 100% of Sintana's 15% carried participation interest share of costs and expenses to fully execute the VMM-4 Work Program; obtain an extension of the VMM-4 License Contract to at least December 2015; use commercially reasonable efforts to sell its entire participation interest in VMM-4 and resign as operator.

Doug Manner, Sintana's Chief Executive Officer, stated, "Resolution of the disputed Agreement issues will allow Sintana to remain focused on its core exploration blocks, accelerate execution of Work Program drilling on VMM-4, retain a 15% participation interest in the block and conserve capital as a result of LOH now being responsible for 100% of License Contract Work Program costs and expenses. The magnitude of the conventional and unconventional resources opportunity on this block is further confirmation of the value potential of Sintana's portfolio of participation interests in the "sweet spot" of the Magdalena Basin."

ABOUT SINTANA ENERGY:

The Company is primarily engaged in petroleum and natural gas exploration and development activities in Colombia. The Company's exploration strategy is to acquire, explore, develop and produce superior quality assets with significant reserve potential.

The Company's private participation interests in Colombia include 100% of the conventional and 30% of the unconventional resources in the 43,158 acre VMM-37 Block, located in the Middle Magdalena Basin. Sintana also has a 30% private participation interest in the 34,194 acre Talora Block, 30% in 272,021 acres in the COR-39 & COR-11 Blocks and a 15% carried private participation interest in the 154,909 acre VMM-4 Block. These interests are subject to all applicable regulatory and governmental approvals, including those of Colombia's National Hydrocarbon Agency (ANH).

On behalf of Sintana Energy

Doug Manner, Chief Executive Officer

For additional information or to receive timely updates about Sintana's South America projects and recent corporate activities please visit the Company's website at www.sintanaenergy.com or email info@sintanaenergy.com.

Forward-Looking Statement

This news release contains certain forward-looking information and statements within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "may", "will", "project", "should", "believe", "plans", "intends" and similar expressions are intended to identify forward-looking information or statements. Forward-looking statements or information are based on a number of material factors, expectations or assumptions of Sintana which have been used to develop such statements and information but which may prove to be incorrect. Although Sintana believes that the expectations reflected in such forward-looking statements or information are reasonable, undue reliance should not be placed on forward-looking statements as Sintana can give no assurance that such expectations will prove to be correct. In addition to other factors and assumptions which may be identified herein, assumptions have been made regarding, among other things: that Sintana will continue to conduct its operations in a manner consistent with past operations; results from drilling activities; the accuracy of the estimates of Sintana's resource volumes and interpretations of drilling activity results; availability of financing and/or cash flow to fund Sintana's current and future plans and expenditures; the impact of increasing competition; the general stability of the economic and political environment in which Sintana operates; the general continuance of current industry conditions; the timely receipt of any required regulatory approvals; the ability of Sintana to obtain qualified staff, equipment and services in a timely and cost efficient manner; the ability of the operator of the projects in which Sintana has an interest in to operate the block in a safe, efficient and effective manner and to fulfill its respective obligations; future commodity prices; currency, exchange and interest rates; regulatory framework regarding royalties, taxes and environmental matters in the jurisdictions in which Sintana operates; and the ability of Sintana to successfully market its oil and natural gas products.

The forward-looking information and statements included in this news release are not guarantees of future performance and should not be unduly relied upon. Such information and statements, including the assumptions made in respect thereof, involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information or statements including, without limitation: risks associated with the uncertainty of exploration results and estimates, inaccurate estimation of Sintana's oil and gas resource volumes, currency fluctuations, the uncertainty of conducting operations under a foreign regime, exploration risk, the uncertainty of obtaining all applicable regulatory approvals, the availability of labour and equipment, the fluctuating prices of oil and natural gas, the availability of financing and the Company's dependence on Sintana's management personnel, other participants in the property areas and certain other risks detailed from time-to-time in Sintana's public disclosure documents, (including, without limitation, those risks identified in this news release and Sintana's current MD&A Report). Furthermore, the forward-looking statements contained in this news release are made as at the date of this news release and the Company does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.

Neither the 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.

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