Shareholder of Terra Nova Energy Ltd. Files Dissident Information Circular
VANCOUVER, BC / ACCESSWIRE / June 26, 2015 / Michael Caetano, a concerned shareholder of Terra Nova Energy Ltd. (“Terra Nova”) (TSX VENTURE: TGC), announces that he has filed a proxy circular (the “Circular”) on SEDAR. Mr. Caetano intends to mail the Circular to shareholders shortly and to solicit BLUE proxies for the upcoming annual meeting of Terra Nova. Mr. Caetano urges his fellow shareholders to join him in making the much needed change to the board of directors of Terra Nova. Shareholders that share Michael Caetano’s concern about the recent decisions made by the board of directors, are asked to vote using only the blue proxy:
– Vote FOR fixing the number of directors of Terra Nova at four
– Vote FOR the election of the 4 Concerned Shareholder Nominees:
– Vote FOR the Appointment of Auditors
– Vote FOR the Stock Option Plan
Terra Nova annual shareholders’ meeting is scheduled for July 15, 2015, in Vancouver, British Columbia (the “Meeting”). Michael Caetano urges his fellow shareholders to read the Circular, available at www.sedar.com or our website www.shareholdersterranova.com. We believe that an alignment with shareholder’s interest and the board can only be achieved with a truly independent board and that recent decisions by this board demonstrate the need for change. We have assembled and are nominating four directors that are independent and possess the necessary skills and expertise to lead Terra Nova forward. The circular provides detailed information on our nominees and the future plan for Terra Nova. Please take the time to protect your investment and vote FOR the concerned shareholder nominees.
Farm In Agreement
Mr. Caetano is concerned that the current board and management of Terra Nova may not be acting in the company’s best interest. By way of example, in an interview with FutureMoney Trends on January 4, 2015, Henry Aldorf, Terra Nova’s Acting Chief Executive Officer and Chairman of the Board, said that the cost of extracting oil from Petroleum Exploration Licenses (“PEL“) 112 and 444 was low (approximately $23 to $28) but, at the prices then in effect (approximately $45 bbl) “… you can still make a fortune out there.”Yet, when Terra Nova terminated the Farm In Agreement (the “Agreement”) with Holloman Energy Corporation in May of 2015, at a time when the price of oil was approximately $60 per bbl, it said that it had “reviewed the terms of the Agreement in light of the current oil environment and concluded there is potential to generate higher returns for its shareholders by funding a proportional share in exploration costs.”
Mr. Caetano notes that the board of directors and management of Terra Nova have allowed Terra Nova’s interest in PEL 112 and 444 to be diluted to just 20% at the same time that they have allowed Perseville Investing Inc. (“Perseville”) to increase its interest. Mr. Caetano believes that it was not in the best interest of Terra Nova to allow Perseville to dilute its interest in these two permits. Perseville is a BVI corporation that is controlled by Carlo Civelli, the father of Nico Civelli, VP of Finance and a director of Terra Nova. Current management has failed to give any reasonable explanation for this decision.
In a November 21, 2014 news release, Mr. Aldorf said that the company had identified eight drilling locations and was looking forward to the upcoming drilling campaign. On March 30 2015, Mr. Aldorf said that “prices of drill rigs and other services have been reduced significantly. Terra Nova is now able to proceed in executing its drill program at significantly lower costs than previously anticipated” and that a recent $3,000,000 financial transaction (the recent sale to Perseville) would allow Terra Nova to drill up to two wells. Despite significantly reduced costs and a healthy treasury, the company proposes to drill just the one exploratory well, which might result in a dry hole. Mr. Caetano believes Terra Nova’s management has had more than enough time to raise the capital needed to fund a five to eight well drilling campaign and that this is what it should be doing. Instead, it has chosen to sell a portion of its interest to Perseville.
Plans for Terra Nova
The Proposed Directors are aware of Terra Nova’s overall operational plans and its January 2016 deadline. If elected, Mr. Caetano intends to cause the Proposed Directors to immediately perform a strategic review of those operational plans and share thoughts with Terra Nova’s farm-in partners (Holloman Energy Corp. and Perseville), with the goal of commencing drilling as soon as possible. The Proposed Directors have extensive experience in oil and gas operations and they plan to add a highly experienced Australian technical team to help assist with the drilling campaign. Because they are already familiar with Terra Nova’s operations, they do not anticipate that it would require any significant time to familiarize themselves with Terra Nova or its operations. Mr. Caetano believes that Terra Nova should proceed immediately with a five to eight well drill program, and he is confident that it can raise the required capital.
Michael Caetano has no intention of merging Terra Nova with any other company, including Strongbow Resources Inc. (“Strongbow”) or Holloman Energy Corporation. However, he expects that the Proposed Directors would, if elected, review all opportunities for Terra Nova, including acquisitions of other companies and assets in an effort to increase shareholder value. Strongbow will continue to operate as a separate and district company. Since Mr. Caetano first became involved with Strongbow, he has reduced its working capital deficit by approximately $650,000.
In order for your vote to be deposited with the company’s proxy tabulator in time to be used at the meeting, we urge you to vote your Blue Proxy or Blue voting instruction form so that it is received by Shorecrest Group prior to 5:00 p.m. on July 10, 2015.
Full instructions on how to vote are set out in the Circular and can also be found at www.shareholdersterranova.com. If you need assistance in voting your BLUE proxy or BLUE voting instruction form or have any questions, please contact our proxy solicitors, Shorecrest Group at 1-888-637-5789 toll free in North America or 647-931-7454 outside North America or email contact@shorecrestgroup.com, and they will be able to assist you to ensure your vote is counted at the Meeting.
Michael Caetano
Tel: 1.403.241.8912
Neither 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
This press release includes forward-looking statements, including statements regarding the Proposed Directors plans for Terra Nova. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of Terra Nova to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such risks and uncertainties include the results of any review of the recent transactions of Terra Nova and the ability of the Proposed Directors to negotiate a new agreement with Holloman.
SOURCE: Terra Nova Energy Ltd.
ReleaseID: 430170