Corporate UpdateJanuary 23rd, 2015

MENA Region Strategic relationship with Arawak Energy
US$20 million Convertible Loan Financing with Arawak Energy

London, 23rd January, 2015: Gulfsands Petroleum plc (“Gulfsands”, the “Group” or the “Company” – AIM: GPX), the oil and gas production, exploration and development company with activities in Syria, Morocco, Tunisia and Colombia provides the following update with respect to its relationship with Arawak Energy International Limited (“Arawak”) concerning the Strategic Cooperation Agreement for the acquisition and development of new business opportunities in the Middle East and North Africa (“MENA”) region (the “Strategic Cooperation Agreement”) and the US$20 million Convertible Loan Facility (the “Loan Facility” and the “Facility Agreement”) announced on 19th November, 2014.

Late on 22nd January, 2015, the Company was advised by Arawak that as a result of its dialogue with the Company over recent days and corporate developments over the last few weeks including public statements made by certain shareholders of the Company and non-executive directors of the Company, Arawak has determined that it should terminate the Strategic Cooperation Agreement.

Further, Arawak has confirmed that in view of these events, it reserves all of its rights under the Facility Agreement. Arawak’s rights under the Facility Agreement may in certain circumstances, include the right to terminate the Loan Facility and to require repayment of all moneys advanced under the Loan Facility.

Arawak has also advised the Company that in the event the removal of Messrs Sajjad and Judge as Executive Directors of the Company, whose removal as Directors of the Company are matters the subject of resolutions to be considered at a General Meeting of the Company on 3rd February, 2015, takes effect, it will not hesitate to act to enforce its rights under the Loan Facility.

At the present time, US$10 million has been advanced by Arawak under the Loan Facility. In the event the Loan Facility is cancelled and repayment is required in the circumstances to which Arawak has referred, the Company would be obligated to repay all moneys advanced by Arawak together with additional fees and expenses estimated at approximately US$1 million, within approximately 90 days of the date of receiving Arawak’s notice of demand for repayment.

Having been informed of Arawak’s views in relation to these matters, shareholders should consider the implications of the decisions to be taken at the General Meeting to be held on 3rd February, 2015.

In light of these developments, the Company will necessarily have to examine its options to ensure the availability of funding to repay moneys owing under the Arawak Loan Facility and to continue to finance the Group’s corporate activities, should Arawak move to demand repayment of advances under the Loan Facility.

A further update on all of these matters, including developments with respect to the relationship with Arawak, will be provided as soon as possible.

 

For further information on the matters referred to in this announcement, please refer to the Company’s website www.gulfsands.com

Gulfsands Petroleum  +44 (0)20 7024 2130
Mahdi Sajjad, Chief Executive Officer
Kenneth Judge, Commercial Director
Buchanan +44 (0)20 7466 5000
Bobby Morse
Ben Romney
RBC Capital Markets +44 (0)20 7653 4000
Matthew Coakes
Daniel Conti
Jakub Brogowski
FirstEnergy Capital +44(0)20 7448 0200
Jonathan Wright

 

Certain statements included herein constitute “forward-looking statements” within the meaning of applicable securities legislation. These forward-looking statements are based on certain assumptions made by Gulfsands and as such are not a guarantee of future performance. Actual results could differ materially from those expressed or implied in such forward-looking statements due to factors such as general economic and market conditions, increased costs of production or a decline in oil and gas prices. Gulfsands is under no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable laws.