Underground Energy Announces Joint Venture on the Northwest Portion of Its Zaca Field Extension Project
SANTA BARBARA, CA--(Marketwire - October 30, 2012) - Underground Energy Corporation ("Underground", "UGE" or the "Company") (TSX VENTURE: UGE) (OTCQX: UGGYF) is pleased to announce today that it has executed a letter of intent ("Letter Agreement") with Sovereign Resources LLC ("Sovereign" or "SRL") whereby it is proposed that Sovereign will joint venture on and have the right to earn up to a 75% working interest in Underground's and its joint operating partner's interest in 2,857 gross acres of the Northwest corner of the Zaca Field Extension Project ("Zaca") in Santa Barbara County, California (the "Joint Venture Lands"). UGE owns 80% of the leasehold interest in the Joint Venture Lands, and a total 10,482 net acres across its Zaca asset.
Under the terms of the Letter Agreement, Sovereign will enter into a continuous drilling program to drill a maximum of seven wells to earn its full working interest. UGE and its minority partners will be carried for wells one and two, but, thereafter, will have the right, but not the obligation, to pay their share of drilling and related costs for each subsequent well. UGE anticipates drilling to commence within 6 months.
"Sovereign is pleased to joint venture with Underground Energy," said Frederic Sewell, President and CEO of Sovereign. "Based on my knowledge of the local area, Sovereign decided to invest in Zaca by purchasing Towne Exploration Company in 2012 with an adjoining lease on which we have drilled an initial well which we expect to move into production shortly. This joint venture with Underground enables us to move into contiguous acreage and extend our land base further. The Sovereign team and I believe that the upside potential at Zaca is significant and we are excited at the opportunity to unlock its potential in partnership with Underground."
"This joint venture with Sovereign brings in a knowledgeable industry partner for Underground whose interests and expertise complement our development plan at the Zaca Field Extension Project," said Mike Kobler, President and CEO of Underground. "The joint venture provides additional industry validation of the potential of the Zaca asset and the underlying value of our Zaca acreage. It also accelerates development of acreage which is peripheral to our seismic and drilling programs to date, which have focused on the Eastern side of our leased acreage. Underground is looking forward to working in partnership with Sovereign Resources and we continue to be pleased with the high level of industry interest that we are receiving in our assets at Zaca."
In view of the foregoing, the Company has decided to move the final close of its secured convertible debenture financing, announced on September 20, 2012, from November 4, 2012 to November 16, 2012.
In addition, TSX Venture Exchange approval has been received for the non-core asset disposition which was announced on October 11, 2012 and, therefore, that agreement will become effective on October 31, 2012.
About Sovereign Resources LLC
Sovereign Resources LLC is located in Dallas, Texas and is currently pursuing projects in Texas and California. Founded in 2008 by Frederic D. Sewell, the company focuses on locating oil and gas properties with major upside potential, and exploiting properties with aggressive workover and/or drilling programs to maximize oil and gas production, cash flow and the property value. Mr. Sewell has 50 years of experience in the oil and gas industry and was previously the co-founder of Netherland, Sewell and Associates, Inc. (NSAI), a prominent, independent petroleum resource assessment and reserve analysis consulting firm.
About Underground Energy Corporation
Underground is focused on developing its Zaca Field Extension Project in Santa Barbara County, California. In total, Underground currently holds mineral rights on approximately 64,000 net acres of prospective lands in California and Nevada with an initial focus on the Monterey Shale in California. Underground is listed on the TSX Venture Exchange under the ticker symbol "UGE" and quoted on the OTCQX trading platform under the ticker symbol "UGGYF". For more information on Underground, please visit www.ugenergy.com. Underground's regulatory filings are available under the Company's profile at www.sedar.com.
Statements in this press release contain forward-looking information and forward-looking statements within the meaning of applicable securities laws (collectively, "forward-looking information"). Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. In particular, forward-looking information in this press release includes, without limitation, statements with respect to the execution of agreements arising from the Letter Agreement and the transactions and operations contemplated by the proposed joint venture agreement between Underground and SRL.
Although we believe that the expectations and assumptions reflected in the forward-looking information are reasonable, there can be no assurance that such expectations or assumptions will prove to be correct. In particular, assumptions have been made that: (i) Underground and SRL will obtain all required regulatory approvals for the farm-in; and (ii) that the parties will utilize the existing well permits in the farm-in; (iii) SRL will have the necessary capital to complete its obligations under the proposed joint venture agreement.
Forward-looking information is based on the opinions and estimates of management at the date the statements are made, and is subject to a variety of risks and uncertainties and other factors (many of which are beyond the control of Underground) that could cause actual events or results to differ materially from those anticipated in the forward-looking information. Some of the risks and other factors could cause results to differ materially from those expressed in the forward-looking information include, but are not limited to: operational risks in exploration, development and production; delays or changes in plans; competition for and/or inability to retain drilling rigs and other services; competition for, among other things, capital, acquisitions of reserves, skilled personnel and supplies; risks associated to the uncertainty of reserve and resource estimates; governmental regulation of the oil and gas industry, including environmental regulation; geological, technical, drilling and processing problems and other difficulties in producing reserves; the uncertainty of estimates and projections of production, costs and expenses; unanticipated operating events or performance which can reduce production or cause production to be shut in or delayed; incorrect assessments of the value of acquisitions; the need to obtain required approvals from regulatory authorities; stock market volatility; volatility in market prices for oil and natural gas; liabilities inherent in oil and natural gas operations; access to capital; and other factors. Readers are cautioned that this list of risk factors should not be construed as exhaustive.
The joint venture agreement is subject to the entry by Underground and SRL into a definitive agreement prior to November 30, 2012. While the parties expect that a definitive agreement will be successfully concluded upon the terms set forth in the Letter Agreement, there can be no assurance that a definitive agreement will be concluded on such terms or at all.
The forward-looking information contained in this news release is expressly qualified by this cautionary statement. Underground does not undertake any obligation to update or revise any forward-looking statements to conform such information to actual results or to changes in our expectations except as otherwise required by applicable securities legislation. Readers are cautioned not to place undue reliance on forward-looking information.
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.
This press release is not an offer of securities for sale in the United States. The securities being offered have not been and will not be registered under the United States Securities Act of 1933, as amended, and accordingly may not be offered or sold in the United States unless registered under that Act or pursuant to an available exemption from the registration requirements thereof.
FOR FURTHER INFORMATION PLEASE CONTACT:
Chief Financial Officer
Underground Energy Corporation
Tel: 805-845-4700 x 17
Vice President, Corporate Development
Underground Energy Corporation