Taipan Resources Inc.

Taipan Resources Inc.

June 20, 2012 01:09 ET

Taipan Resources Inc. Provides Update on Proposed Merger With Lion Petroleum Corp.

VANCOUVER, BRITISH COLUMBIA--(Marketwire - June 20, 2012) - Taipan Resources Inc. ("Taipan" or the "Company") (TSX VENTURE:TPN) is pleased to provide an update to its proposed acquisition of Lion Petroleum Corp., a private British Columbia company ("Lion"), in exchange for 20,124,817 common shares of Taipan (the "Transaction"), as previously announced in the Company's press releases dated May17, May 31 and June 14, 2012.

Taipan is in the process of preparing a comprehensive filing statement describing the Transaction which will be filed with the TSX Venture Exchange (the "Exchange") and on SEDAR and shall be available for review. The Filing Statement will contain audited financial statements for Lion for the years ended October 31, 2011 and 2010 as well as unaudited financial statements for the interim period ended January 31, 2012.

Lion is an oil and gas exploration company with interests in 9.7 million gross oil and gas exploration acres in Kenya known as Block 1 and Block 2B. Further details on Block 1 and Block 2B are contained in Taipan's news release issued on May 17, 2012. Closing of the Transaction is subject to the conditions contained in the Amalgamation Agreement between Taipan and Lion including, among others, approval of the Transaction by both the Lion shareholders and the Taipan shareholders, Taipan being satisfied with its due diligence investigation of Lion, completion of the Filing Statement and clearance by the Exchange, receipt of Exchange approval to the Transaction and completion by Taipan of its previously announced non-brokered private placement (the "Private Placement").

Following completion of the Transaction, Minaz (Mike) Devji will be appointed to the Taipan board of directors, Alec Robinson will be appointed as President, and Andrew Bell will be appointed as Chief Financial Officer. Biographies for the additional proposed new directors and officers were set out in Taipan's press release dated June 14, 2012.

In addition, Taipan has filed for review the updated NI 51-101 report (the "Geological Report") on Block 1 and Block 2B prepared by Sproule Associates Limited with the Exchange. The Geological Report includes an updated Exploration Work Program for Block 1 and Block 2B onshore Kenya including: (i) seismic acquisition on Block 1 and Block 2B, (ii) a full tensor gravity (FTG) survey on Block 2B, and (iii) the Extension Minimum Work Commitment Fee in the amount of $4,000,000 for Block 2B. The Geological Report it will be filed on SEDAR once the review by the Exchange is complete.

Union Securities Inc. has been engaged as Sponsor for the Transaction in accordance with the policies of the TSX Venture Exchange. Subject to the approval of the TSX Venture Exchange, the satisfaction of the conditions contained in the Amalgamation Agreement, and the completion of the Sponsor's due diligence, the Transaction is expected to close on or about June 28, 2012.

The Company has been advised by the Exchange that the trading halt on the Company's securities will be lifted at the opening of the market on Wednesday June 20, 2012.

Cautionary Statements:

Union Securities Inc., subject to completion of satisfactory due diligence, has agreed to act as sponsor to the Company in connection with the Transaction. An agreement to sponsor should not be construed as any assurance with respect to the merits of the Transaction or the likelihood of completion.

Completion of the Transaction is subject to a number of conditions, including TSX Venture Exchange acceptance and disinterested shareholder approval. The Transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the Filing Statement to be prepared in connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Taipan should be considered highly speculative.

The TSX Venture Exchange has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this press release.

About Taipan Resources Inc.

Taipan Resources is actively pursuing the acquisition of international oil and gas exploration and development assets. The company is focused on acquisitions in its core geographic regions: Africa, the Middle East and South America, where opportunities remain for junior oil and gas companies to access large-scale oil and gas resources with significant exploration and development upside. Taipan is traded on the TSX Venture Exchange under the symbol TPN.

The statements contained in this release that are not historical facts are forward-looking statements, which involve risks and uncertainties that could cause actual results to differ materially from the targeted results. The Company relies upon litigation protection for forward looking statements.

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.

Contact Information

  • Taipan Resources Inc.
    Joel Dumaresq
    +1 604 336 3193