2009
ShaMaran Petroleum Corp.
Oil & Gas Acquisition and Financing
We acted as lead counsel to ShaMaran Petroleum Corp. (previously Bayou Bend Petroleum Ltd.) in respect of ShaMaran’s acquisition of three oil and gas exploration and development blocks in the autonomous region of Kurdistan in Northern Iraq. The blocks were acquired under production sharing agreements that the company entered into with the Kurdistan Regional Government (the “KRG”). Separately, the company negotiated and entered into third party side agreements relating to ongoing development obligations in respect of the three blocks.
Initial consideration for the right to participate in the development of the blocks totalled US$100 million, including US$67 million paid to the KRG for social responsibility building bonuses, and the issuance of 150,000,000 common shares.
Subsequently we acted as counsel to ShaMaran in respect of the sale, by private placement, of 140 million subscription receipts at a price of $0.75 per subscription receipt, for gross proceeds of $105 million. Proceeds from the private placement were held in escrow pending receipt of shareholder and TSX Venture Exchange approval in respect of the exploration and development block acquisition at which time the subscription receipts were converted into common shares of the Company.