Column 1 0 Entry into a Material Definitive Agreement
On December 31, 2015, Samson Oil and Gas USA, Inc. (“Samson USA”), a subsidiary of Samson Oil & Gas Limited (the “Registrant”), entered into a Purchase and Sale Agreement (the “Purchase Agreement”) with Oasis Petroleum North America LLC (“Seller”). Pursuant to the Purchase Agreement, Samson USA agreed to purchase at closing certain assets of Seller, including oil and gas leases subject to specified depth limitations; oil, gas and disposal wells; contracts and equipment related to the acquired leases, wells and lands; and producible hydrocarbons thereunder (the “Assets”). The purchase price for the Assets is $16.5 million, subject to adjustment in accordance with the Purchase Agreement. Upon execution of the Purchase Agreement, Samson paid a deposit in the amount of $500,000 (the “Deposit”) to Seller.
The Purchase Agreement contains certain termination rights for both Samson USA and Seller, including (i) if the closing has not occurred on or prior to February 15, 2016 (the “Termination Date”) through no fault of the terminating party; and (ii) if any of the conditions to closing specified in the Purchase Agreement are not satisfied by the Closing Date through no fault of the terminating party. Among other conditions, Samson USA’s obligation to close the transaction is contingent on its current lender, Mutual of Omaha Bank, providing funds sufficient for Samson USA to pay the purchase price for the Assets.
If Samson USA terminates the Purchase Agreement on or after the Termination Date because Seller has failed to satisfy conditions to closing through no fault of Samson USA and Samson USA has performed or is ready, willing and able to perform all of its obligations, Seller is required to return the Deposit to Samson USA. In such an event, Samson USA may elect to seek monetary damages from Seller or seek specific performance. If the Purchase Agreement is terminated for any other reason, Seller is entitled to retain the Deposit as liquidated damages and as its sole remedy.
The complete PSA available from EDGAR
SSN-OASIS-PSA
Section 1.2 of the PSA "Assets" describes the Assets included and excluded.
Exhibit A has not yet been completed and that is the complete list of leases.
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