International Sovereign Energy Corp. December 31, 2011 Results with Business Update
Calgary, Alberta CANADA, April 05, 2012 /FSC/ - International Sovereign Energy Corp. (ISR.H - TSX Venture), ("ISR" or the "Company") announces its operating and financial results for the three and twelve months ended December 31, 2011. These filings are available for review at www.sedar.com
-***-
-------------------------------------------------------------------------
Balance Sheet Highlights December 31, December 31,
2011 2010
$ $
-------------------------------------------------------------------------
Cash 3,091,739 28,759
Accounts receivable 431,337 789,665
Investment 3,767,253 -
Assets held for sale 1,378,927 -
-------------------------------------------------------------------------
Accounts payable and accrued liabilities 726,723 1,937,892
Liabilities held for sale 1,684,264 -
-------------------------------------------------------------------------
Shareholders' Equity 6,394,544 6,319,155
-------------------------------------------------------------------------
-****-
Highlights:
The Company completed the sale of all its interest in land and production, with the exception of its Marwayne property, which was approved by shareholders on October 19, 2011 and the transaction was closed on October 20, 2011. The transaction resulted in the Company eliminating its revolving line of credit, and being in a cash position of $3 million, and recoding an investment in Legend Oil and Gas Ltd at market of $3.7 million at December 31, 2011
On December 16, 2011 ISR signed a letter of intent to sell the Marwayne property, classified as "Asset held for sale". The transaction was concluded on January 16, 2012.
On November 24, 2011 the Company announced that due to a change in business as a result of the Company's sale of substantially all its assets, other than its Marwayne property at that time, the Company has elected to voluntarily delist from the TSX and seek a listing on the NEX, a separate board of the TSX Venture Exchange, until such time as the Company completes an acquisition whereupon the Company intends to then apply to re-list its common shares on the TSX or other suitable stock exchange as it may so determine. The delisting from the TSX and listing on the NEX occurred on December 28, 2011.
The Company announced on March 9, 2012 that it had entered into a binding letter of intent with Wi2Wi Corporation ("Wi2Wi") pursuant to which ISR will acquire all of the issued and outstanding shares of Wi2Wi by issuing to the shareholders of Wi2Wi that number of ISR common shares representing 80% of the issued and outstanding ISEC common shares after giving effect to the transaction (the "Proposed Transaction").
The Proposed Transaction is expected to be effected by way of a Plan of Arrangement and will constitute a Reverse Takeover as defined in Policy 5.2 of the TSX Venture Exchange Inc. ("TSXV"). Completion of the Proposed Transaction is subject to obtaining all necessary shareholder, court and regulatory approvals and certain other terms and conditions, including but not limited to, TSXV approval, completion of satisfactory due diligence investigations and the entering into of definitive agreements. There can be no assurance that the Proposed Transaction will be completed as proposed or at all.
For further information, please contact:
Sharad Mistry
Chief Executive Officer
Chief Financial Officer
T: [416] 844-7955
F: [403] 264 - 7035
E: smistry@isove.com
Reader Advisories
Forward-Looking Statements: This news release contains certain forward-looking statements, including management's assessment of future plans and operations, and the timing thereof, that involve substantial known and unknown risks and uncertainties, certain of which are beyond the Company's control. Such risks and uncertainties include, without limitation, risks associated with oil and gas exploration, development, exploitation, production, marketing and transportation, loss of markets, volatility of commodity prices, currency fluctuations, imprecision of reserve estimates, environmental risks, competition from other producers, inability to retain drilling rigs and other services, delays resulting from or inability to obtain required regulatory approvals and ability to access sufficient capital from internal and external sources, the impact of general economic conditions in Canada, the United States and overseas, industry conditions, changes in laws and regulations (including the adoption of new environmental laws and regulations) and changes in how they are interpreted and enforced, increased competition, the lack of availability of qualified personnel or management, fluctuations in foreign exchange or interest rates, stock market volatility and market valuations of companies with respect to announced transactions and the final valuations thereof, and obtaining required approvals of regulatory authorities. The Company's actual results, performance or achievements could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurances can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what benefits, including the amount of proceeds, that the Company will derive there from. Readers are cautioned that the foregoing list of factors is not exhaustive. Additional information on these and other factors that could affect the Company's operations and financial results are included in reports on file with Canadian securities regulatory authorities and may be accessed through the SEDAR website (www.sedar.com).
This news release contains "forward-looking statements" within the meaning of applicable securities laws relating to, among other things, the Proposed Transaction. Readers are cautioned not to place undue reliance on forward-looking statements. Actual results and developments may differ materially from those contemplated by these statements. Completion of the Proposed Transaction described herein is dependent on a number of factors and is subject to a number of risks and uncertainties, and it is not certain that the Proposed Transaction will be completed. Factors that could cause actual results to differ materially include, but are not limited to, changes in the Company`s or Wi2Wi's business, general business, economic and competitive uncertainties and delay or failure to receive board, shareholder or regulatory approvals.
Forward-looking statements are made based on management's beliefs, estimates and opinions on the date the statements are made and the Corporation undertakes no obligation to update forward-looking statements and if these beliefs, estimates and opinions or other circumstances should change, except as required by applicable law. All subsequent forward-looking statements, whether written or oral, attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. Furthermore, the forward-looking statements contained in this news release are made as at the date of this news release and the Company does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.
BOE may be misleading, particularly if used in isolation. A BOE conversion of 6 Mcf: 1 bbl is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release is not for dissemination in the United States or to U.S. persons.
Common Shares: 16,096,084
To view this press release as a web page, click onto the link below:
www.usetdas.com/PR/internationalsovereign05042012.htm
Source: International Sovereign Energy Corp. (ISR.H - TSX-V) http://www.isove.com
Maximum News Dissemination by FSCwire. http://www.fscwire.com