Westbridge Energy Corporation

Westbridge Energy Corporation

October 22, 2013 15:46 ET

Westbridge Enters into Arrangement to Secure Current and Near-Term U.S. Production

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Oct. 22, 2013) - Westbridge Energy Corporation (TSX VENTURE:WEB)(PINK SHEETS:WEGYF) (FRANKFURT:PUQ1) ("WEB" or the "Company") is pleased to announce it has entered into a binding Letter of Intent ("LOI") with Black Pearl Holdings, LLC ("BPH") to acquire working interests in 3 projects in the southern United States. Upon closing of the proposed transaction, WEB will secure a cash flow stream from existing production and participate in multiple drill ready projects. The projects include the Bivens Field Project, Wharton County Field Project and Lavaca County Project.

In addition to the 3 projects, BPH will provide WEB an option to acquire up to a 50% working interest in any prospects generated by BPH from a 2D dataset licensed from ExxonMobil (the "ExxonMobil Dataset"). This 2D dataset spans approximately 100,000 linear miles in 7 states throughout the US Gulf Coast region. Using this data, BPH has identified over 500 prospects and generated a 70% commercial success rate in the drilling of 60 plus prospects. The 3 initial projects were all identified using the ExxonMobil Dataset.

Bivens Field Project

The Bivens Field Project consists of a proven producing field on 760 acres in Beauregard Parish, Louisiana. The asset is defined by both 2D seismic and 3D seismic data as well as subsurface information. BPH is the operator of the Bivens Field Project and is producing approximately 50 barrels of oil and 200 thousand cubic feet of gas per day from the Olympia Minerals No. 1 and Olympia Minerals No. 2 wells. BPH and WEB intend to complete a work-over of both wells to increase production and drill a well to exploit deeper reservoirs within the field. The Olympia Minerals No. 2 well originally had a test upon initial perforation indicating it could flow at over 200 barrels of oil per day. WEB has commissioned the completion of a National Instrument 51-101 reserve report for the Bivens Field Project.

Wharton County Field Project

The Wharton County Field Project is a proven oil field on 400 acres in southeastern Wharton County, Texas. The prospect is situated off the flank of Boling Dome at the far edge of the Houston Salt Dome embayment. The project was previously drilled by BPH and encountered commercial oil & gas in the lower Frio Formation. This formation is the primary objective of a new 10,000 foot development well. Boling Dome has produced oil & gas from the Frio and Miocene sands and was developed in the 1940's and 1950's. The prospect is a structural - stratigraphic trap identified with 2D seismic data and displays anomalous amplitude attributes and structural relationships comparable to analogous Frio production along trend.

Lavaca County Project

The Lavaca County Project is located in Lavaca County, Texas. The project currently consists of 85 square miles of proprietary 3D seismic which lies approximately 100 miles west of Houston. BPH has utilized the 3D seismic to identify over 50 prospects previously overlooked by other companies in the region. The program will primarily target the Eocene aged sands of the Lower Wilcox Formation. BPH and its previous partners invested over $8.5 million to complete the 3D survey used to define this misinterpreted geological opportunity at the eastern extension of the Eagle Ford Basin.

Transaction Terms

Pursuant to the terms of the LOI, WEB will participate in each of the 3 projects by contributing capital to expand production as well as acquire, develop and explore leases. WEB intends to finance any cash requirements in the form of equity, debt, joint ventures and/or farm-out of the existing Namibian portfolio. Any equity capital raised will be in the context of the market and subject to the rules and regulations of the TSX Venture Exchange. The transaction is subject to WEB raising a minimum of $2.5 million. WEB may pay fees to eligible finders in cash, warrants or combination thereof.

Initially, WEB will acquire a 31% working interest in the Bivens Field Project from BPH by financing 56% of the costs to work-over the Olympia Minerals No. 1 and Olympia Minerals No. 2 wells. If successful, the cash flow generated by the work-over program is forecasted to be sufficient to sustain WEB's working capital needs. In addition to the work-overs, WEB will also fund 56% of the costs to drill one deep development well to maintain the 31% interest. It is estimated WEB's share of the costs will be US$308 thousand for the work-overs and US$3.1 million for the deep well. WEB will recover 100% of the costs incurred to drill the deep well by receiving 50% of BPH's cash flow produced from the deep well.

Subsequent to closing, WEB and BPH intend to acquire a minimum 63% working interest in the Wharton County Field Project from the current landowners. WEB will receive 50% of this interest in exchange for funding WEB and BPH's share of a development well to initiate production. It is estimated this program will cost a total of US$1.3 million. WEB will recover 100% of the program costs by receiving 80% of BPH's cash flow produced from the development well. Additional wells will be considered dependent on the flow rate from the initial well. WEB will have a right of first refusal to participate up to a 50% working interest in leases or prospects secured by BPH in the Wharton County Field Project mutual area of interest.

In addition to the transactions above, WEB and BPH intend to acquire a 100% working interest in 3,000 acres of leases in Lavaca County from the current landowners. WEB has committed to complete a 3 well program to confirm multiple anomalies identified on the 3D seismic in exchange for a 50% working interest. The program is estimated to cost US$4.5 million to complete and is planned to launch in the coming year. WEB will recover 100% of the program costs by receiving 80% of BPH's cash flow produced from the 3 wells. WEB will have a right of first refusal to participate up to a 50% working interest in leases or prospects secured by BPH in the 85 square mile Lavaca County 3D Seismic mutual area of interest.

WEB will also issue 5,000,000 shares of the Company to BPH or its nominee for providing WEB the option to participate in any prospects generated from the ExxonMobil Dataset and will grant one board seat to Michael Looney, President and CEO of BPH, upon closing of the transaction.

Definitive Agreement

WEB and BPH have agreed to proceed diligently and in good faith to negotiate and settle the terms of the transaction and to enter into a definitive agreement on or before November 30, 2013 or such other date as may be mutually agreed to in writing between the parties hereto. The definitive agreement will include customary conditions to closing, plus the following specific conditions:

  • Completion of satisfactory due diligence and all legal, financial, geological and technical documentation related to the Bivens Field Project, Wharton County Field Project and Lavaca County Project;
  • TSX Venture Exchange approval; and
  • Approval of the boards of Westbridge and BPH.

Board Appointment

Upon closing of the proposed transaction, WEB is pleased to announce that Michael Looney has agreed to join WEB as a Director of the Company. Mr. Looney is currently the President of BPH and responsible for the overall guidance of the company, including partner and investor relationships, directing and managing exploration efforts, generating new business opportunities and establishing strategic alliances with industry partners. He has over 38 years of experience as a petroleum geologist and geophysicist, including time at Exxon and Hunt Energy. Mr. Looney received a Bachelor of Science (1971) in Geology and a Master of Arts (1977) in Geology from the University of Texas at Austin.

Board and Management Commentary

Mark Frewin, Chairman of WEB, comments: "This partnership with BPH represents a strategic move into the US oil & gas market for WEB and delivers a clear path forward to create value for our shareholders. On behalf of the management team and board, I would also like to welcome Michael Looney as a potential addition to the board of Westbridge. Mike is a highly experienced professional and I am certain his contribution will be of both immediate and long term benefit."

Tosan Omatsola, CEO and President of WEB, comments: "The partnership with BPH is a logical step forward in the development of WEB. Major US E&P companies have been refocusing their resources on domestic production which supports our management team and board's logic to diversify our portfolio with US opportunities. This partnership provides us production, multiple near-term production and exploration opportunities, an experienced US technical team and significant optionality."

Michael Looney, CEO and President of BPH, comments: "BPH very much looks forward to working with WEB to advance our projects. WEB has an established network of international institutional and corporate relationships of considerable value to BPH. In combination with our technical expertise and discovery track record, I firmly believe both organizations will benefit from our partnership."

About Black Pearl Holdings, LLC

Black Pearl Holdings, LLC is a Houston, Texas-based exploration and production company with extensive experience in the generation and development of oil & gas properties throughout the continental United States. BPH's management team is comprised of five highly seasoned industry professionals who possess over 150 years of combined oil and gas experience.

For additional information readers are invited to review additional corporate and property information available at Westbridge's website at:


On behalf of Westbridge Energy Corporation,

Tosan Omatsola, President and Chief Executive Officer


Peter Henry, Director

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.

Forward-Looking Statements

This news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "objective", "ongoing", "may", "will", "project", "should", "schedule", "believe", "plans", "intends" and similar expressions are intended to identify forward-looking information or statements. More particularly and without limitation, this news release contains forward-looking statements and information concerning the Company's future operations and prospects. The forward-looking statements and information are based on certain key expectations and assumptions made by the Company, including expectations and assumptions concerning equipment and crew availability, and joint venture partner financial capability. Although the Company believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information because the Company can give no assurance that they will prove to be correct. By its nature, such forward-looking information is subject to various risks and uncertainties, which could cause the Company's actual results and experience to differ materially from the anticipated results or expectations expressed. These risks and uncertainties include, but are not limited to, reservoir performance, labor, equipment and material costs, access to capital markets, interest and currency exchange rates, and political and economic conditions. Additional information on these and other factors is available in continuous disclosure materials filed by the Company with Canadian securities regulators. Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date it is expressed in this news release or otherwise, and to not use future-oriented information or financial outlooks for anything other than their intended purpose. The Company undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.

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