Sterling Resources and PetroTal’s Reverse Take-Over and Completion of Peruvian Asset Acquisition


EY (Perú), Miranda & Amado and Dentons Gallo Barrios Pickmann Abogados advised on the deal

Sterling Resources Ltd. (“Sterling” or the “Corporation”) (TSXV: SLG) and PetroTal Ltd. (“PetroTal”) are pleased to announce the completion of the previously announced reverse take-over by way of a statutory plan of arrangement (the “Arrangement”) involving Sterling and PetroTal under the Business Corporations Act (Alberta). Pursuant to the Arrangement, each common share of PetroTal (“PetroTal Share”) was exchanged for 5.35 common shares of Sterling (“Sterling Shares”) resulting in the issuance of an aggregate of 203,300,005 Sterling Shares. As part of the Arrangement, Sterling and PetroTal were amalgamated and continued as one corporation under the name “Sterling Resources Ltd.” (“New Sterling”).

In addition, New Sterling has completed the acquisition of all the issued and outstanding common shares of Gran Tierra Energy International (Peru) Holdings B.V., an indirect wholly-owned subsidiary of Gran Tierra Energy Inc. (“GTE”), for 187,250,000 common shares of New Sterling (“New Sterling Shares”), at a deemed price of approximately US$0.1869 per New Sterling Share (the “Acquisition”), and an option to retain a 20% working interest in Block 107 following the drilling of an initial exploration well (“GTE Option”). GTE holds approximately 45.8% of the outstanding common shares of New Sterling.

Miranda & Amado advised Sterling Resources Ltd. with Guillermo Bracamonte (Picture), Isabel Lira adn Luis Miguel Sánchez.

EY advised Gran Tierra Energy with Fernando Tori Vargas and Edwin Sarmiento.

Dentons Gallo Barrios Pickmann Abogados advised PetroTal Ltd. with Lorena Galvez.

Involved fees earner: Lorena Galvez – Dentons – Gallo Barrios Pickmann; Guillermo Bracamonte – Miranda & Amado Abogados; Isabel Lira Miro Quesada – Miranda & Amado Abogados; Guillermo Bracamonte – Miranda & Amado Abogados; Luis Miguel Sánchez – Miranda & Amado Abogados; Fernando Tori Vargas – EY Law;

Law Firms: Dentons – Gallo Barrios Pickmann; Miranda & Amado Abogados; EY Law;

Clients: Gran Tierra Energy International Holdings Ltd; Sterling Resources Ltd.; PetroTal Ltd;

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Author: Ambrogio Visconti.