Prospera Energy has signed an agreement to acquire White Tundra Petroleum (WTP) aiming to expand its asset portfolio of low-decline base production and leverage significant production upside.
The acquisition, subject to TSX Venture Exchange (TSXV) acceptance, involves the acquisition of 100% of WTP's issued and outstanding common shares, which produce 30° API medium oil in Alberta.
The transaction will see Prospera issue 18 million common shares to WTP shareholders, contingent upon WTP achieving 85 barrels of oil equivalent per day (boepd) for three consecutive days.
The condition was met based on WTP’s production levels from 27 February–1 March.
An additional 7,312,500 shares will be issued if production reaches 128boepd for seven consecutive days within six months from the completion of acquisition. Bonus shares will be issued after verifying sustained production levels.
Prospera will assume C$695,000 ($485,117) in debt as part of the acquisition. Operational oversight of WTP will begin on 6 March 2025, with a $200,000 workover and reactivation programme to optimise production beyond 128boepd.
The company has also settled with its convertible debt holders regarding a C$1.5m convertible debt maturing on 26 March 2025, including C$559,374.82 in accrued interest.
The settlement terms include refinancing the C$1.5m principal through a 12-month promissory note with 12% interest, with monthly repayments of C$250,000 starting six months after issuance.
Interest will be paid as a balloon payment at the term's end.
In addition, $200,000 of outstanding interest will be cleared through a 12-month convertible note at an interest rate of 12%, which can be converted into Prospera common shares at $0.05 per share.
Prospera has the option to settle this note in cash with 30 days' notice, during which the holder may choose to convert.
Contingent on TSXV approval, the outstanding accrued interest of $359,374.82 will be resolved through a shares-for-debt arrangement at a price of $0.04 per share.
This settlement lowers Prospera's fully diluted share count by 30 million shares, resulting in a net decrease of around 17.02 million shares after accounting for debt and convertible transactions.