NOT FOR DISSEMINATION IN THE U.S. OR THROUGH U.S. NEWS WIRE SERVICES
February 9, 2011. In connection with the previously announced proposed business combination (the "Business Combination") between Drift Lake Resources Inc. ("DLR"), 2267582 Ontario Inc. ("FinanceCo") and Northbrook Energy, LLC ("Northbrook"), DLR is pleased to announce that Northbrook has agreed to acquire, through a wholly-owned subsidiary, an undivided 25% interest in the License Contract for Exploration and Exploitation of Hydrocarbons dated April 15, 2009 (the "Bayovar License") governing the parcel of land referred to as the Bayovar Prospect located in the Country of Peru in consideration of (i) a cash payment to be made in the aggregate amount of US$2,000,000; and (ii) the issuance of such number of common shares of DLR ("DLR Shares") as shall entail a value of US$3,000,000, based on the weighted average closing price of the DLR Shares on the TSX Venture Exchange (the "TSXV") for the first ten trading days after the completion of the Business Combination. Completion of the acquisition remains subject to the completion of the Business Combination and receipt of all applicable approvals, including the approval of applicable regulatory authorities in Peru and the approval of the TSXV.
DRILLING COMMITMENT AND OPERATIONS
In accordance with the terms of the exploration and production participation agreement
dated as of February 4, 2011 entered into with Faulkner Exploration, Inc., Faulkner
Exploration, Inc. S.A. and Faulkner Exploration and Production, Inc. (the "Bayovar
Agreement"), Northbrook will participate in the first five wells drilled out of the ten well
locations on the Bayovar block approved by the Peruvian Ministry of Energy and Mines.
In respect of all drilling activities in which Northbrook participates, Northbrook shall be
responsible for 25% of the applicable costs plus a working interest payment in an
amount equal to 2.5% of applicable costs for each of the first five wells drilled; 1.5% of
applicable costs for the next five wells drilled; and 1% of applicable costs for each well
drilled thereafter. Faulkner Exploration, Inc. S.A. shall be the operator under the terms
of the Bayovar Agreement.
BAYOVAR POTENTIAL
The Bayovar License includes the rights to 175,000 onshore acres in Block XXVII on
the western edge of the Sechura Basin. The block includes acreage lying along the
eastern side of the major Illescas fault which has been the trapping fault for a number of
large fields north of Bayovar. These offset fields include La Casita, San Francisco, San
Pedro and, most recently, Esperanza.
The primary target exploration zones are the Verdun and Paleozoic both of which have been found to be both oil and gas productive in the offset fields. Additional evidence of the prospectivity of the Bayovar block includes shallow gas recoveries from wells drilled on the block in the 1920's and 30's.
STRATEGIC IMPORTANCE
Management believes that the Bayovar block is in a strategically advantageous location
for a number of reasons. The major Petroperu oil pipeline crosses the northern part of
the concession and terminates at the Port of Bayovar where it is shipped 70 kilometers
to the refinery in Talara. Gas markets in the area include two existing phosphate mines,
fish meal plants and a large petrochemical plant currently under discussion. The initial
drilling area is in a flat, semi-barren and sparsely populated area with existing roads.
Management is of the view that geologically, Bayovar sits over an uplift that allows
access to the primary reservoirs at relatively shallow depths (~ 4,000 feet) which should
keep gross drilling costs per well in the US$2,000,000 range.
TERMS AND STATUS OF LICENSE
Peru has a sliding scale royalty from 20% up to 5,000 bopd to a maximum of 35% at
100,000 bopd. The work program under the Bayovar License includes five phases over
seven years. The effective date was April 2009 and the first two data gathering phases,
which included an aeromag shoot and geochemistry, have been completed ahead of
schedule. Under the Bayovar License, the first exploration well must be drilled by April
2013. However, the permitting process is almost complete and the first well is
estimated to be spudded in the middle of 2011, pending government approval.
MANAGEMENT COMMENT
Doug Manner, Managing Member of Northbrook, stated, "The Bayovar block in Peru
provides a great initial step in our plans to accumulate quality assets with large reserve
potential in South America. With a proven trapping mechanism running through the
block and known productive reservoirs having been penetrated previously in the area,
the risk profile is greatly improved compared to many exploration opportunities of this
nature. We are excited to be working with Faulkner Exploration to jointly develop the
Bayovar area over the next few years and look forward to our first well in the near
future."
Completion of the Business Combination is subject to a number of conditions, including the approval of the TSXV and the requisite majority approval of shareholders of each of Northbrook, FinanceCo and DLR. The Business Combination cannot close until the approval of shareholders of each of DLR, FinanceCo and Northbrook and all required regulatory approvals are obtained. There can be no assurance that the Business Combination will be completed as proposed or at all. Investors are cautioned that, except as disclosed in any management information circular or filing statement to be prepared in connection with the Business Combination, any information released or received with respect to the proposed Business Combination may not be accurate or complete and should not be relied upon. Trading in the securities of DLR should be considered highly speculative. The TSXV has in no way passed upon the merits of the proposed Business Combination and has neither approved nor disapproved the contents of this press release.
For further information, please contact:
Drift Lake Resources Inc.
360 Bay Street
Suite 500
Toronto, Ontario
M5H 2V6
L.M. (Gino) Falzone
Telephone: 905-773-7526
Northbrook Energy, LLC
5930 West Parker Road
Suite 800
Plano, Texas 75093
Keith Spickelmier
Telephone: 713-248-5981
Forward-Looking Statements
Certain information set forth in this news release may contain forward-looking
statements that involve substantial known and unknown risks and uncertainties,
including statements relating to the Bayovar License and the timing of completion of
drilling commitments and operations on the Bayovar License. Forward-looking
statements are often, but not always, identified by the use of words such as "seek",
"anticipate", "plan", "continue", "estimate", "expect",
"may", "will", "project", "predict", "potential",
"targeting", "intend", "could", "might", "should",
"believe" and similar expressions. These statements 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 statements. Although Northbrook's forward-looking
statements are based on the beliefs, expectations, opinions and assumptions of
Northbrook's management on the date the statements are made, such statements are
inherently uncertain and provide no guarantee of future performance. These forwardlooking
statements are subject to numerous risks and uncertainties, certain of which are
beyond the control of DLR, FinanceCo and Northbrook, including, but not limited to, the
impact of general economic conditions, inherent risks involved in the exploration for and
development of crude oil and natural gas properties, the uncertainties involved in
interpreting drilling results and other geological and geophysical data, estimating
resources, fluctuating energy prices, the possibility of cost overruns or unanticipated
costs or delays and other uncertainties associated with the oil and gas industry, and
dependence upon regulatory and shareholder approvals. Readers are cautioned that
the assumptions used in the preparation of such information, although considered
reasonable at the time of preparation, may prove to be imprecise and, as such, undue
reliance should not be placed on forward-looking statements. Northbrook does not
assume any obligation to update forward-looking statements if circumstances or
management's beliefs, expectations or opinions should change, other than as required
by law, and investors should not attribute undue certainty to, or place undue reliance on,
any 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.
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