CALGARY,
AB, May 19, 2023 /CNW/ - Carbon Infrastructure
Partners Corp. ("CIP") as advisor to the general
partners of each of CIP Energy Fund 1-A LP ("Fund 1-A") and
JOG Limited Partnership No. VI ("Fund VI", and collectively
with Fund 1-A, the "Funds") announces that the Funds
acquired an aggregate of 47,321,428 common shares ("Common
Shares") and 3,571,428 Common Share purchase warrants (each a
"Lycos Warrant") of Lycos Energy Inc. ("Lycos"),
representing approximately 14.9% of the issued and outstanding
Common Shares of the Lycos (approximately 15.8% assuming exercise
of all Lycos Warrants held by the Funds).
The Funds acquired the Common Shares and Lycos Warrants pursuant
to a business combination effected on December 12, 2022, among Chronos Resources Ltd.
("Chronos"), Samoth Oilfield Inc. ("Samoth") and
2470638 Alberta Ltd. ("AcquisitionCo"), pursuant to which
each issued and outstanding common share in the capital of Chronos
(each a "Chronos Share") was acquired by Samoth in exchange
for twenty common shares in the capital of Samoth ("Samoth
Shares") at a deemed price of CAD$0.035 per Samoth
Share (the "Acquisition"). Prior to the Acquisition,
the Funds held an aggregate of 18,928,571 Chronos Shares and
1,428,571 Chronos Share purchase warrants (each a "Chronos
Warrant"), each Chronos Warrant entitling the holder thereof to
subscribe for and purchase one Chronos Share subject to the terms
and conditions thereof.
Subsequent to the Acquisition, Samoth completed a consolidation
of the Samoth Shares on the basis of one post-consolidation
Samoth Share for every eight
pre-consolidation Samoth Shares, as applicable (the
"Consolidation"). In connection with the Acquisition and the
Consolidation, each Chronos Warrant was exchanged for 2.5 Lycos
Warrants. The combined entity of Samoth, Chronos and AcquisitionCo
was renamed "Lycos Energy Inc.".
Immediately following the completion of the Acquisition and
concurrent Consolidation, Fund 1-A held 3,571,428 Lycos Warrants,
each such Lycos Warrant entitling the holder thereof to purchase
one Common Share at an exercise price of $0.28 per Common Share, subject to the terms and
conditions attached to the Lycos Warrants. If Fund 1-A exercises
all Lycos Warrants it holds, Fund 1-A would hold 32,142,856 Common
Shares and, together with Fund VI, the Funds would hold an
aggregate of 50,892,856 Common Shares representing approximately
15.8% of the issued and outstanding Common Shares.
The Chronos Shares and Chronos Warrants were acquired by the
Funds prior to the business combination for investment purposes.
CIP expects to review from time to time the investment of the Funds
in Lycos and may, depending on the market and other conditions: (i)
cause an investment entity advised by it to acquire additional
Common Shares in privately negotiated transactions or otherwise;
and (ii) arrange for a disposition by the Funds of all or a portion
of the Common Shares over which the Funds now or hereafter control
or direct.
This news release is issued pursuant to National Instrument
62-103 – The Early Warning System and Related
Take-Over Bid and Insider Reporting
Issues of the Canadian Securities Administrators, which
also requires an early warning report containing additional
information with respect to the foregoing to be filed with the
applicable Canadian securities regulators. Such early warning
report will be available under Lycos's profile at
www.sedar.com.
The head office of Lycos is located at 215 –
2nd Street SW, Suite 1900, Calgary, Alberta, T2P 1M4. The head office of
CIP is located at 440 2nd Ave SW, Calgary, Alberta, T2P 5E9.
SOURCE Carbon Infrastructure Partners
