Condor Announces 2017 Third Quarter Results

CALGARY, AB—(Marketwired – November 14, 2017) – Condor Petroleum Inc. (“Condor” or the “Company”) (TSX: CPI), a Canadian based oil and gas company focused on exploration and production activities in Turkey and Kazakhstan, is pleased to announce the release of its unaudited interim condensed consolidated financial statements for the three and nine months ended September 30, 2017, together with the related management's discussion and analysis. These documents will be made available under Condor's profile on SEDAR at www.sedar.com and on the Condor website at www.condorpetroleum.com. All financial amounts in this news release are presented in Canadian dollars, unless otherwise stated.

Q3 2017 Highlights

  • Construction of the Poyraz Ridge gas processing facility in Turkey has been completed. Pre–commissioning activities have successfully been performed, introducing gas to the various processing components.
  • Construction of the 16 km Poyraz Ridge sales gas pipeline has also been completed and is undergoing acceptance testing. Commercial production with initial rates targeting 10 MMscf/day is expected to commence in the fourth quarter of 2017.
  • The Poyraz 3 and Poyraz West 4 development wells in Turkey have been completed and tied into the processing facilities.
  • The Yakamoz 1 exploration well in Turkey was drilled to a total depth of 2,250 meters encountering numerous gas shows while drilling. Though the well was abandoned without testing, post–well remapping of the Yakamoz prospect indicates the well was drilled off–structure and side–tracking alternatives are being evaluated.
  • Production from Shoba and Taskuduk in Kazakhstan averaged 457 bopd for the three months and 410 bopd for the nine months ended September 30, 2017 and the operating netback which is defined as crude oil sales revenue less production costs, royalty expense and transportation and selling expense, averaged $19.79 per barrel in the third quarter of 2017 and $18.47 per barrel for the nine months ended September 30, 2017.
  • The Company has referred the Zharkamys exploration contract extension case to the Supreme Court of Kazakhstan and the hearing is scheduled to commence on November 29, 2017. The on–going court proceedings related to Zharkamys do not affect the Company's Shoba and Taskuduk oilfields which are each governed by separate production contracts.
  • During the first quarter of 2017, the Company established and received funds from a USD 10.0 million secured non–revolving credit facility which bears interest at 14% and matures on January 31, 2020 and issued to the lender a warrant certificate exercisable into one million common shares of Condor at $2.35 per share on or before January 31, 2020.
  • The Company recorded net loss of $2.5 million for the three months ended September 30, 2017 (2016: $1.7 million) and $66.5 million for the nine months ended September 30, 2017 (2016: $8.7 million) which includes $56.6 million of exploration and evaluation expense pertaining to the derecognition of the Zharkamys contract in the first quarter of 2017.

Operations

The Shoba and Taskuduk oilfields in Kazakhstan produced 42,059 barrels of oil or an average of 457 bopd for the three months ended September 30, 2017 and 111,806 barrels of oil or an average of 410 bopd for the nine months ended September 30, 2017. For the three and nine months ended September 30, 2016 the Company produced 5,903 barrels of oil or an average of 64 bopd. Production increased as there was no production in 2016 until mid–September when production resumed at Shoba following the signing of the Shoba production contract.

In Turkey, construction of the Poyraz Ridge gas processing facility is complete. Construction of the 6″ sales gas pipeline is also complete after receiving approvals for all the surface right–of–way access rights. Production is expected to commence in the fourth quarter of 2017 at an initial rate of 10 MMscf/day following formal commissioning of the facility and the pipeline and obtaining the customary government approvals.

The Poyraz 3 and Poyraz West 4 development wells in Turkey have been completed and tied into the processing facilities.

The Yakamoz 1 exploration well in Turkey was drilled to a total depth of 2,250 meters to test a “new” sub thrust–fold play type located 2 km from the Poyraz Ridge gas field. The well confirmed that an active petroleum system extends to the north and west of Poyraz Ridge and, as predicted, numerous gas shows proved an extensive fracture system prevails along the Miocene–Eocene sub–thrust trend. Though Yakamoz 1 was abandoned without testing, the well provided critical structural and stratigraphic information that can be tied back to the regional 2D seismic as it relates to trap, reservoir and seal within this fairway. Based on the new velocity–depth information, re–mapping of the Yakamoz prospect concluded the well was drilled off–structure. Condor is currently integrating this data into a revised geological model with a view to side–tracking the Yakamoz 1 well in addition to high grading prospective areas for future 3D seismic and additional exploration drilling along and sub–parallel to this trend.

The net loss for the nine months ended September 30, 2017 of $66.5 million (2016: $8.7 million) includes $56.6 million of exploration and evaluation expense pertaining to the derecognition of the Zharkamys contract in the first quarter of 2017 and $1.6 million of exploration and evaluation expense related to the Yakamoz 1 well. Cash used in operations amounted to $1.5 million for the three months ended September 30, 2017 compared to $2.7 million in the third quarter of 2016. Capital expenditures for the three months ended September 30, 2017 amounted to $2.8 million (2016: $6.6 million) and for both periods relates mainly to Poyraz Ridge field development in Turkey.

Zharkamys exploration contract

The Company's Zharkamys exploration contract (“Zharkamys Contract”) with the Ministry of Energy of the Government of Kazakhstan (“Ministry”) was due to expire on December 14, 2016. Prior to this date, the Kazakhstan Chamber of International Commerce and subsequently the Kazakhstan Civil Court (“Civil Court”) confirmed that a force majeure event had occurred which, under Kazakhstan subsurface use law, can be the basis for the Zharkamys Contract validity period to be extended for a period of 630 days. In May 2017, the Kazakhstan Court of Appeal (“Court of Appeal”), pursuant to an appeal filed by the Ministry, released its ruling dated April 14, 2017 that the force majeure event is not recognized and reversed the decision of the Civil Court. As a result of the Court of Appeal ruling, there is uncertainty regarding the Company's future legal rights to have the Zharkamys Contract extended and the related exploration and evaluation assets were derecognized.

The Company has referred the case to the Supreme Court of Kazakhstan (“Supreme Court”), the country's highest legal body and the hearing is scheduled to commence on November 29, 2017. A positive ruling by the Supreme Court to uphold the Civil Court force majeure ruling would likely allow the Company to apply to the Ministry for the 630 day extension of Zharkamys Contract. Conversely, a decision by the Supreme Court to uphold the findings of the Court of Appeal would likely result in the Zharkamys Contract reverting back to the Ministry. The on–going court proceedings do not affect the Company's production rights for the Shoba and Taskuduk oilfields which are each governed by separate production contracts.

Credit Facility

During the first quarter of 2017 the Company established and received funds from a USD 10.0 million secured non–revolving credit facility which bears interest at 14% and matures on January 31, 2020 (“Credit Facility”). Interest for the first year of the Credit Facility is due on January 31, 2018 followed by eight payments of USD 1.25 million of principal plus interest due quarterly in arrears commencing March 31, 2018. Condor also issued to the lender a warrant certificate exercisable into one million common shares of Condor at $2.35 per share on or before January 31, 2020. The loan proceeds are available to fund capital expenditures related to drilling, infrastructure and workovers at Poyraz Ridge and for general corporate purposes.

NON–GAAP FINANCIAL MEASURES

The Company refers to “operating netback” in this news release, a term with no standardized meaning as prescribed by GAAP and which may not be comparable with similar measures presented by other issuers. This additional information should not be considered in isolation or as a substitute for measures prepared in accordance with GAAP. Operating netback is calculated as crude oil sales revenue less production costs, royalty expense and transportation and selling expense on a dollar basis and divided by the sales volume for the period on a per barrel basis. This non–GAAP measure is commonly used in the oil and gas industry to assist in measuring operating performance against prior periods on a comparable basis and has been presented in order to provide an additional measure for analyzing the Company's crude oil sales on a per barrel basis and ability to generate funds.

FORWARD–LOOKING STATEMENTS

Certain statements in this news release constitute forward–looking statements under applicable securities legislation. Such statements are generally identifiable by the terminology used, such as “anticipate'', “appear”, “believe'', “intend”, “expect”, “plan”, “estimate”, “budget'', “outlook'', “scheduled”, “may”, “will”, “should”, “could”, “would”, “in the process of” or other similar wording. Forward–looking information in this news release includes, but is not limited to, information concerning: initial production rates and the expected timing thereof; the timing and ability to commission the Poyraz Ridge facility and pipeline and obtain the customary government approvals to commence production; the ability of the drilled wells to become producing wells; projections and timing with respect to crude oil and gas production; expected markets and prices for future oil and gas sales; the timing and ability to obtain various approvals for the Company's exploration and development activities; the timing and ability to access oil and gas pipelines and oil and gas domestic and export sales markets; anticipated capital expenditures and cash flows; sources and availability of financing for potential budgeting shortfalls; the timing and ability to obtain future funding on favourable terms; general business strategies and objectives; possible outcomes regarding the Zharkamys Contract including the possibility that the term may be extended or, conversely, that it may revert back to the Ministry; the timing and ability to obtain exploration and production contract extensions; the potential for additional contractual work commitments; the ability to meet and fund the contractual work commitments; the satisfaction of the work commitments; the results of non–fulfillment of work commitments; the expectations related to future general and administrative and other expenses; projections relating to the adequacy of the Company's provision for taxes; the timing and ability to collect VAT; expected rates of return; and treatment under governmental regulatory regimes and tax laws.

By its very nature, such forward–looking information requires Condor to make assumptions that may not materialize or that may not be accurate. Forward–looking information is subject to known and unknown risks and uncertainties and other factors, which may cause actual results, levels of activity and achievements to differ materially from those expressed or implied by such information. Such risks and uncertainties include, but are not limited to: regulatory changes; the timing of regulatory approvals; the risk that actual minimum work programs will exceed the initially estimated amounts; the results of exploration and development drilling and related activities; imprecision of reserves and resources estimates and ultimate recovery of reserves; historical production and testing rates may not be indicative of future production rates, capabilities or ultimate recovery; the historical composition and quality of oil and gas may not be indicative of future composition and quality; general economic, market and business conditions; industry capacity; uncertainty related to marketing and transportation; competitive action by other companies; fluctuations in oil and natural gas prices; the effects of weather and climate conditions; fluctuation in interest rates and foreign currency exchange rates; the ability of suppliers to meet commitments; actions by governmental authorities, including increases in taxes; decisions or approvals of administrative tribunals and the possibility that government policies or laws may change or government approvals may be delayed or withheld; changes in environmental and other regulations; risks associated with oil and gas operations, both domestic and international; international political events; and other factors, many of which are beyond the control of Condor. Capital expenditures may be affected by cost pressures associated with new capital projects, including labour and material supply, project management, drilling rig rates and availability, and seismic costs.

These risk factors are discussed in greater detail in filings made by Condor with Canadian securities regulatory authorities including the Company's Annual Information Form, which may be accessed through the SEDAR website (www.sedar.com).

Readers are cautioned that the foregoing list of important factors affecting forward–looking information is not exhaustive. The forward–looking information contained in this news release are made as of the date of this news release and, except as required by applicable law, Condor does not undertake any obligation to update publicly or to revise any of the included forward–looking information, whether as a result of new information, future events or otherwise. The forward–looking information contained in this news release is expressly qualified by this cautionary statement.

ABBREVIATIONS

The following is a summary of abbreviations used in this news release:

bopd   Barrels of oil per day
MM   Million
Q   Quarter
scf   Standard cubic feet
USD   United States dollars
%   Percent
/   Per

The TSX does not accept responsibility for the adequacy or accuracy of this news release.

Niko Reports Results for the Quarter Ended September 30, 2017

CALGARY, AB—(Marketwired – November 14, 2017) – Niko Resources Ltd. (“Niko” or the “Company”) (TSX: NKO) is pleased to report its operating and financial results for the quarter ended September 30, 2017. The operating results are effective November 14, 2017. All amounts are in US dollars unless otherwise indicated and all amounts are reported using International Financial Reporting Standards unless otherwise indicated.

CHIEF EXECUTIVE OFFICER'S MESSAGE TO THE SHAREHOLDERS

We are continuing with our efforts to monetize the Company's core assets for the benefit of all its stakeholders. While positive steps are being made and we remain hopeful, achieving successful conclusions to these efforts will be challenging due to market conditions in the industry and our ongoing legal disputes in India and Bangladesh.

The Company's liquidity situation remains a critical concern. The Company has required certain consents from its senior lenders to fund its cash requirements over the past months and has received these required consents. We expect to require additional consents over the upcoming months. No assurance can be made that the Lenders will provide these consents in the future.

We remain committed to doing our best for the benefit of all stakeholders.

William Hornaday – Chief Executive Officer, Niko Resources Ltd.

LIQUIDITY AND CAPITAL RESOURCES

Funding of Projected Cash Requirements of the Company

The Company's cash flow has been negatively impacted by the failure of Bangladesh Oil, Gas and Mineral Corporation (“Petrobangla”) to comply with its legal obligations as outlined below.

In order to fund the Company's cash requirements over the short term, the Company requires certain consents from the Lenders under its amended and restated facilities agreement and to date, the Company has received these consents. The Company expects that similar consents from the Lenders will be required over the upcoming months. The withholding of such consents by the Lenders during this period will have a material adverse impact on the Company's ability to fund its operations and is therefore likely to have a material adverse impact on all stakeholders.

The Company's cash resources, and therefore its ability to fund its operations, could be positively enhanced by various factors, including the following:

  • Receiving payments from Petrobangla of amounts due,
  • Executing sale(s) of the Company's interests in its core assets in India and Bangladesh, or
  • Obtaining financing for planned development projects in the D6 Block.

No assurance can be made that appropriate steps will be taken, or goals accomplished, in a manner or on a timely basis so as to enhance the Company's cash resources sufficiently. The failure to enhance the Company's cash resources on a timely basis will have a material adverse impact on the ability of the Company to fund its operations.

Non–payments by Petrobangla of Amounts Due

Since June 2016, Petrobangla has paid reduced amounts to the operator of the Block 9 PSC for invoiced amounts due for gas and condensate supplied from March 2016 to March 2017 pursuant to the Block 9 gas and condensate sales agreements, with the amounts withheld equal to the 60 percent share in the Block 9 PSC held by Niko Exploration (Block 9) Limited (“Niko Block 9″) and totalling $42 million to date. Niko Block 9 has issued notices of dispute and force majeure under the Block 9 PSC and sales agreements to the Government of Bangladesh (“GOB”) and Petrobangla. As the cash flow that was expected to be generated by the Block 9 PSC was targeted to fund the capital and operating expenditure of Block 9 as well as other cash requirements of the Company, since late September 2016 Niko Block 9 has not paid cash calls that were due and has been issued default notices by the operator of the Block 9 PSC. Under the terms of the joint operating agreement (“JOA”) between the participating interest holders in the Block 9 PSC, during the continuance of a default, the defaulting party shall not have a right to its share of gas and condensate sales proceeds, which shall vest in and be the property of the non–defaulting parties who have paid to cover the amount in default in order to recover the amounts owed by the defaulting party. In addition, if the defaulting party does not cure a default within sixty days of the default notice, the non–defaulting parties have the option to require the defaulting party to withdraw from the PSC and JOA. To date, the non–defaulting parties have not exercised this option. Refer to Note 24(a)(ii) of the condensed interim consolidated financial statements for the three and six months ended September 30, 2017 for further details on this matter.

Exploration Subsidiaries

The Company's exploration subsidiaries that previously owned interests in PSCs in Trinidad and Indonesia have significant accounts payable and accrued liabilities (including PSC obligations) and unfulfilled exploration work commitments reflected on the Company's balance sheet as at September 30, 2017. In May 2017, the Company's indirect subsidiaries received written notices from the GORTT terminating the three PSCs. In the Company's view, the parent guarantees for unfulfilled exploration commitments for the three PSCs have expired. Effective with the termination of the PSCs, the Company reclassified the Trinidad segment as discontinued operations in the condensed interim consolidated financial statements for the three and six months ended September 30, 2017.

Contingent Liabilities

The Company and its subsidiaries are subject to various claims from other parties, as described in Note 24 of the condensed interim consolidated financial statements as at and for the three and six months ended September 30, 2017 and are actively defending against these claims. An adverse outcome on one or more of these claims could significantly impact the future cash flows of the Company.

Ability of the Company to Continue as a Going Concern

As a result of the foregoing matters (including the ongoing obligations of the Company and its subsidiaries), there are material uncertainties that may cast significant doubt about the ability of the Company to continue as a going concern.

Complete details of the Company's financial results are contained in its condensed interim consolidated financial statements and Management's Discussion and Analysis for the three and six months ended September 30, 2017 which will be available under the Company's SEDAR profile at www.sedar.com.

OVERALL PERFORMANCE AND RESULTS OF OPERATIONS BY REPORTABLE SEGMENT

Non–payments by Petrobangla of Amounts Due

As a result of the continued non–payments by Petrobangla of amounts due and Niko Block 9's non–payments of cash calls due to the operator and the default mechanism in the Block 9 JOA, the invoices issued by the operator of the Block 9 PSC for gas and condensate sales to Petrobangla for September 2016 to September 30, 2017 reflect the non–defaulting parties' entitlement to the sales proceeds and, as such, the Company has not recognized $29 million of net oil and gas revenues that it otherwise would have been entitled to, of which $5 million related to natural gas and condensate sales in the second quarter of fiscal 2018. In addition, the Company recognized an impairment of $13 million in the second quarter of fiscal 2017 related to the net revenue receivable from Petrobangla for the months of March 2016 to August 2016, of which $4.5 million related to the natural gas and condensate sales in the second quarter of fiscal 2017.

If the non–defaulting parties to the Block 9 exercise their option to require Niko Block 9 to withdraw from the PSC and JOA and if this results in a loss of Niko Block 9's interest in the PSC and JOA, then a full impairment of the Company's carrying value of the assets and liabilities related to Block 9 could result.

Minimum Contract Quantities Dispute – India

As a result of an arbitration award in respect of the Hazira field in India (described in the Company's Management's Discussion and Analysis for the three months ended June 30, 2017 available under the Company's SEDAR profile at www.sedar.com), in the first quarter of fiscal 2018, the Company recognized a liability of $28 million for awarded amount plus accrued interest to September 30, 2017.

The Company's results for the second quarter ended September 30, 2017 are as follows:

Consolidated

         
(thousands of US Dollars,   Three months ended September 30,   Six months ended September 30,
unless otherwise indicated)   2017   2016   2017   2016
Sales volumes (MMcfe/d)(1)   77   86   80   89
Net oil and natural gas revenue   4,926   13,266   10,690   29,621
EBITDAX from continuing operations(2)   (444)   7,230   (1,123)   15,962
Net income (loss) from continuing operations   (7,698)   240,811   (42,035)   219,981
Net income (loss) from discontinued operations   58   252   238   (560)
                 
(1) Includes volumes in Bangladesh for which revenue has not been recognized since September 2016 (see below).
(2) Refer to “Non–IFRS Measures” for details.
 

Production declines and lower natural gas prices for the D6 Block in India and the non–recognition of net revenue for Block 9 in Bangladesh contributed to lower net oil and natural gas revenue and lower EBITDAX for the Company in the second quarter of fiscal 2018 compared to the second quarter of fiscal 2017.

Net loss from continuing operations of $(8) million in the second quarter of fiscal 2018 was primarily due to lower net oil and natural gas revenue, partially offset by lower depletion and depreciation expense, lower interest expense and restructuring costs. Net income from continuing operations of $241 million for the second quarter of fiscal 2017 primarily attributed to the gain on debt modification of $255 million as a result of amendments to the term loan facilities agreement and convertible note indenture executed in July 2016, partially offset by a $13 million impairment of net revenue receivable from Petrobangla.

India

         
(thousands of US Dollars,   Three months ended September 30,   Six months ended September 30,
unless otherwise indicated)   2017   2016   2017   2016
Sales volumes (MMcfe/d)(1)   20   29   22   31
Net oil and natural gas revenue   4,920   8,717   10,678   18,747
Segment EBITDAX(1)   1,251   5,108   4,336   10,323
Segment income (loss)   (3,459)   2,685   (32,483)   (168)
                 
(1) Refer to “Non–IFRS Measures” for details.
 

Total sales volumes from the D6 Block in the second quarter of fiscal 2018 of 19 MMcfe/d decreased from 28 MMcfe/d in the second quarter of fiscal 2017 primarily due to the impact of natural production declines and water and sand ingress that resulted in the shut–in of wells, partially offset by the impact of incremental production from sidetrack wells brought on–stream in the second half of fiscal 2017.

Net oil and natural gas revenues decreased in the second quarter of fiscal 2018 compared to the second quarter of fiscal 2017 primarily due to lower sales volumes and natural gas prices. The notified price for gas sales from the D6 Block for April 2017 to September 2017 was $2.48 / MMbtu, approximately 20 percent lower than the price for April 2016 to September 2016 of $3.06 / MMbtu. For October 2017 to March 2018, the notified price for gas sales from the D6 Block is $2.89 / MMbtu, approximately 17 percent higher than the notified price for April 2017 to September 2017.

Segment EBITDAX of $1 million in the second quarter of fiscal 2018 decreased compared to the second quarter of fiscal 2017 primarily due to lower net oil and natural gas revenues.

Segment loss of $(3) million in the second quarter of fiscal 2018 increased compared to segment income of $3 million in the second quarter of fiscal 2017 primarily due to lower EBITDAX, the recognition of impairment loss on the gas pool account receivable of $1 million in the second quarter of fiscal 2018 and a deferred income tax recovery of $6 million recorded in the second quarter of fiscal 2017, partially offset by lower depletion expense.

Bangladesh

         
(thousands of US Dollars,   Three months ended September 30,   Six months ended September 30,
unless otherwise indicated)   2017   2016   2017   2016
Sales volumes (MMcfe/d)(1)   57   57   58   58
Net oil and natural gas revenue     4,544     10,867
Segment EBITDAX(1)   (1,176)   3,014   (2,686)   7,297
Segment loss   (2,793)   (11,338)   (5,507)   (8,544)
                 
(1) Includes volumes for April 2017 to September 2017 for which revenue has not been recognized (see below).
(2) Refer to “Non–IFRS Measures” for details.
 

Total sales volumes from Block 9 in the second quarter of fiscal 2018 were flat compared to the second quarter of fiscal 2017, as the impact of increased delivery pressure requirements of the sales trunkline, was virtually offset by the impact of a development well that was brought on–stream in the fourth quarter of fiscal 2017.

Net oil and natural gas revenue in the second quarter of fiscal 2018 was not recognized due to non–payment of sales revenue by Petrobangla (refer to discussion on Non–payments by Petrobangla of Amounts Due in the Liquidity and Capital Resources section).

Segment EBITDAX in the second quarter of fiscal 2018 decreased compared to the second quarter of fiscal 2017 primarily as a result of the non–recognition of net oil and gas revenues, partially offset by lower production and operating expenses.

Segment loss of $(3) million in the second quarter in fiscal 2018 decreased compared to the segment loss of $(11) million in the second quarter of fiscal 2017 primarily as a result of an recognition in the second quarter of fiscal 2017 of a $13 million impairment of net revenue receivable from Petrobangla and lower depletion expense, partially offset by lower segment EBITDAX.

Other

     
(thousands of US Dollars, Three months ended September 30, Six months ended September 30,
unless otherwise indicated) 2017 2016 2017 2016
Segment EBITDAX from continuing operations(1) (519) (892) (2,773) (1,658)
Segment income (loss) from continuing operations (1,446) 249,464 (4,045) 228,693
Net income (loss) from discontinued operations 58 252 238 (560)
         
(1) Refer to “Non–IFRS Measures” for details.
 

Segment EBITDAX from continuing operations in the second quarter in fiscal 2018 decreased from the second quarter of fiscal 2017, primarily due to lower legal costs associated with the Company's ICSID arbitration cases.

Segment loss from continuing operations in the second quarter in fiscal 2018 decreased from a segment income of $250 million in second quarter of fiscal 2017, primarily resulting for the recognition in the second quarter of fiscal 2017 of a gain on debt modification of $255 million.

Forward–Looking Information

Certain statements in this press release constitute forward–looking information. Specifically, this press release contains forward looking information relating to the Company's ability to fund its cash requirements over the next several months, the ability of the Company to successfully complete its strategic plan on a timely basis, and the ability to receive consents from the Lenders for funding of the Company's cash requirements over the upcoming months. Such forward–looking information is based on a number of risks, uncertainties and assumptions, which may cause actual results or other expectations to differ materially from those anticipated and which may prove to be incorrect. There can be no assurances that the Company will be able to successfully complete its strategic plan on a timely basis or that the Company will be able to meet the goals and purposes of its business plan (including resolving various disputes against governments and others in its favour) or fund its operations over the next several months. The failure to meet or satisfy any of the foregoing is likely to have a material adverse impact on the Company and thereby significantly impair the value of security holders' interest in the Company. Undue reliance should not be placed on forward–looking information. Such forward–looking information reflects the Company's current beliefs and assumptions and is based on information currently available to the Company. This forward–looking information is based on certain key expectations and assumptions, many of which are not within the control of the Company and include expectations and assumptions regarding the future actions of the Company's lenders, non–defaulting parties not seeking to require a subsidiary of the Company to withdraw from the Block 9 PSC or JOA, future commodity prices, results of operations, production, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, plans for and results of drilling activity, environmental matters, business prospects and opportunities, prevailing exchange rates, applicable royalty rates and tax laws, future well production rates, the performance of existing wells, the success of drilling new wells, the availability of capital to undertake planned activities, the availability and cost of labour and services and general market conditions. The reader is cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be incorrect. Actual results may vary from the information provided herein as a result of numerous known and unknown risks and uncertainties and other factors and such variations may be material. Such risk factors include, but are not limited to: risks related to the ability of the Company to continue as a going concern, risks related to the Company not being able to increase its cash resources, the risks associated with the Company meeting its obligations under the amended Facilities Agreement and successfully completing its strategic plan, risks related to the various legal claims against the Company or its subsidiaries, risks related to non–payments by Petrobangla of amounts due to subsidiaries of the Company, as well as the risks associated with the oil and natural gas industry in general, such as operational risks in development, exploration and production, delays or changes in plans with respect to exploration or development projects or capital expenditures, the uncertainty of estimates and projections relating to production rates, costs and expenses, commodity price and exchange rate fluctuations, government regulation, marketing and transportation risks, environmental risks, competition, the ability to access sufficient capital from internal and external sources, changes in tax, royalty and environmental legislation, the impact of general economic conditions, imprecision of reserve estimates, the lack of availability of qualified personnel or management, stock market volatility, risks associated with meeting all of the Company's financing obligations and contractual commitments (including work commitments), the risks discussed under “Risk Factors” in the Company's Annual Information Form for the year–ended March 31, 2017 and in the Company's public disclosure documents, and other factors, many of which are beyond the Company's control. Niko makes no representation that the actual results achieved during the forecast period will be the same in whole or in part as those forecasts.

The forward looking information included in this press release is expressly qualified in its entirety by this cautionary statement. The forward looking information included herein is made as of the date of this press release and Niko assumes no obligation to update or revise any forward looking information to reflect new events or circumstances, except as required by law.

Non–IFRS Measures

The selected financial information presented throughout this press release is prepared in accordance with IFRS, except for “EBITDAX” and “Segment EBITDAX”. The Company utilizes EBITDAX and Segment EBITDAX to assess performance and to help determine its ability to fund future capital projects and to repay debt. EBITDAX and Segment EBITDAX is calculated as net income before interest expense, income taxes, depletion and depreciation expenses, exploration and evaluation expenses, and other non–cash items (gain or loss on debt modification, gain or loss on asset disposal, gain or loss on derivatives, asset impairment, share–based compensation expense, restructuring expenses, accretion expense, unfulfilled exploration commitment expense, commercial claim expense and unrealized foreign exchange gain or loss). EBITDAX and Segment EBITDAX should not be viewed as a substitute for measures of financial performance presented in accordance with IFRS or as a measure of a company's profitability or liquidity. These non–IFRS measures do not have any standardized meaning prescribed by IFRS and is therefore may not be comparable to similar measures presented by other companies. Refer to the Company's Management's Discussion and Analysis for details on these non–IFRS financial measures.

Titan Medical Inc. Announces Marketed Offering of Units

TORONTO, ON—(Marketwired – November 14, 2017) – NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Titan Medical Inc. (“Titan” or the “Company”) (TSX: TMD) (OTCQB: TITXF) announces today that it has filed and been receipted for a preliminary short form prospectus (the “Preliminary Prospectus“) with securities regulators in the provinces of Ontario, British Columbia and Alberta in connection with a proposed marketed offering of units (the “Units“) of the Company (the “Offering“). Each Unit will be comprised of one common share of the Company and one–half of one common share purchase warrant (each full warrant, a “Warrant“). The Offering will be undertaken on a “best efforts” agency basis.

The number of Units to be distributed, the price of each Unit, the minimum and maximum size of the Offering, and the exercise price and term of each Warrant will be determined by negotiation between the Company and the agent (as defined herein) in the context of the market with final terms to be determined at the time of pricing. Bloom Burton Securities Inc. (the “Agent“) is the sole agent for the Offering. The Units may also be offered for sale in the United States through United States registered broker–dealers on a private placement basis pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended (the “U.S. Securities Act“) and applicable state laws.

The Offering is subject to a number of customary conditions, including, without limitation, receipt of all regulatory and stock exchange approvals. The net proceeds of the Offering will be used to fund continued development work in connection with the Company's SPORT Surgical System, as well as for working capital and other general corporate purposes. Further details are disclosed in the Preliminary Prospectus, available at www.sedar.com.

About Titan

Titan is a Canadian public company focused on research and development through to the planned commercialization of computer–assisted robotic surgical technologies for application in minimally invasive surgery (“MIS”). The Company is currently developing the SPORT Surgical System, a single–port robotic surgical system. The SPORT Surgical System is comprised of a surgeon–controlled patient cart that includes a 3D high definition vision system and multi–articulating instruments for performing MIS procedures, and a surgeon workstation that provides the surgeon with an advanced ergonomic interface to the patient cart and a 3D endoscopic view inside the patient's body during MIS procedures. With the SPORT Surgical System, the Company aims to pursue a broad set of surgical indications, including general abdominal, gynecologic and urologic procedures.

For more information, please visit the Company's website at www.titanmedicalinc.com.

Forward–Looking Statements

This news release contains “forward–looking statements” which reflect the current expectations of management of the Company's future growth, results of operations, performance and business prospects and opportunities. Wherever possible, words such as “may”, “would”, “could”, “will”, “anticipate”, “believe”, “plan”, “expect”, “intend”, “estimate”, “potential for” and similar expressions have been used to identify these forward–looking statements. These statements, including with respect to the use of the net proceeds of the Offering, reflect management's current beliefs with respect to future events and are based on information currently available to management. Forward–looking statements involve significant risks, uncertainties and assumptions. Many factors could cause the Company's actual results, performance or achievements to be materially different from any future results, performance or achievements that may be expressed or implied by such forward–looking statements, including, without limitation, those listed in the “Risk Factors” section of the Company's Annual Information Form dated March 31, 2017 (which may be viewed at www.sedar.com). Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward–looking statements prove incorrect, actual results, performance, or achievements may vary materially from those expressed or implied by the forward–looking statements contained in this news release. These factors should be considered carefully, and prospective investors should not place undue reliance on the forward–looking statements. Although the forward–looking statements contained in the news release are based upon what management currently believes to be reasonable assumptions, the Company cannot assure prospective investors that actual results, performance or achievements will be consistent with these forward–looking statements.

U.S. Securities Law Caution

The securities described herein have not been, and will not be, registered under the U.S. Securities Act, or any state securities laws, and accordingly, may not be offered or sold to, or for the account or benefit of, persons in the United States or “U.S. persons”, as such term is defined in Regulation S promulgated under the U.S. Securities Act (“U.S. Persons“), except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the Company's securities to, or for the account or benefit of, persons in the United States or U.S. Persons.

Neither the Toronto Stock Exchange (the “TSX”) nor its Regulation Services Provider (as that term is defined in the policies of the TSX) accepts responsibility for the adequacy or accuracy of this release.

NCWC Inc. Announces The Appointment Of Charles K. Miller As The New CFO

OCEAN, NJ—(Marketwired – Nov 14, 2017) – NCWC Inc. recently announced that it has bolstered its team by welcoming Charles K. Miller as the new Chief Financial Officer (CFO). The company is one of the most prominent administrators of automotive service agreements in the world. It has been in business for over 20 years and it is known for its superior customer service standards.

The introduction of Miller on the management team will help take the company to greater heights. The new CFO brings a wealth of experience having served on the boards of several notable organizations, including Tekmark Global Solutions, InterCloud Systems and Notis Global Inc. He worked at Tekmark Global as the CFO since 1997. The entity provides a number of key services, such as consulting, communications and technology.

Miller graduated from Rider University with a Bachelor of Science in Accounting and an MBA. He is a Certified Public Accountant and boasts more than three decades of experience. Some of the additional companies he has worked for include JCPenney Catalog, Engelhard Corporation and Concurrent Computer Corporation.

At NCWC, Inc., Miller is expected to help steer the organization towards consolidating its position in the industry and expanding its market share. His experience will come in handy as the board looks to adopt effective operational strategies that boost profits and enhance the value of service agreements offered to customers. For this reason, current and new policyholders, including partners are guaranteed to benefit from Miller's contribution.

The NCWC, Inc. Difference

Thousands of Americans have taken advantage of NCWC's well–formulated plans to ensure worry–free motoring. The service agreements are designed to suit the coverage needs of a wide variety of customers. In addition, they are affordable and flexible. The administrator has established a solid reputation on the market by hiring highly qualified employees who are committed to ensuring customer satisfaction.

The extended warranty plans on offer include engine coverage, powertrain and more. The plans come with additional benefits, such as roadside assistance, car rental, transfer coverage, lockout assistance, unlimited claims per policyholder, trip interruption cover and national coverage.

Some of the innovative features introduced by NCWC have revolutionized the automotive service agreement industry. The company's high–powered team of experts has been at the forefront of creating new strategies and innovative automotive insurance products. This has benefited clients in various ways while helping the entity stand out in a competitive market.

Lighting and Decor Professionals Offer a Practical and Safe Alternative for Do-It-Yourself Holiday Decorators

LUBBOCK, TX—(Marketwired – November 14, 2017) – Christmas Decor, the premier holiday lighting and decorating company in North America, has the following advice for property owners looking forward to showcasing their homes and businesses this holiday season: Start planning now and consider working with a holiday decorating professional.

According to Brandon Stephens, president of Christmas Decor® franchise network, there are a lot of practical reasons to bring in a lighting specialist to manage holiday decorating chores. For example, holiday decorating specialists:

  1. Use professional–grade lighting and décor that delivers results that far exceed what the average home or business owner can achieve with consumer–grade décor.
  2. Design and install store top–quality, high impact holiday outdoor lighting, décor and special effects; maintain lights and décor throughout the season; then remove, inspect, repair, and store lights and decor after the holidays.
  3. Help eliminate damage to moldings, roofing, and architectural elements during light installation.

Even more importantly, says Stephens, working with a holiday decorating professional helps mitigate the dangers inherent in do–it–yourself holiday decorating. According to the U.S. Consumer Product Safety Commission, emergency departments nationwide treated 15,000 holiday decorating injuries during November and December, 2012 (the most recent year for which statistics are available). In addition, the Electrical Safety Foundation International recorded a 10,000 percent increase in the prevalence of counterfeit products in the past two decades. They urge consumers to be extra vigilant in confirming that the lights and electric holiday décor items they buy come from legitimate distributors and genuine manufacturers and do not present a fire hazard.

“In spite of the convenience and safety offered by professional holiday decorators, many property owners will continue to plan, purchase, maintain, refurbish, and store their own holiday decorations,” says Stephens. “But for a truly safe and spectacular holiday display, turn the decorating chores over to a professional, then relax and enjoy the results with family and friends. With the holidays drawing closer, it's important to schedule a design consultation now, while prime installation dates are still available.”

For more information on having Christmas Decor decorate your home or business, or to schedule an appointment for a consultation or installation, please visit www.christmasdecor.net.

About Christmas Decor

Since its inception in 1986, Christmas Decor has risen to become the premier holiday lighting and decorating company in North America. The Texas–based company was founded by Blake Smith as an off–season supplement to his landscape business and as a method to provide year–round work for employees. Christmas Decor quickly emerged as a viable business opportunity and today, operates in more than 350 markets in 49 states and Canada. Plans are underway to open locations in more than 100 new markets through franchise expansion in select communities around the country. Christmas Decor is highly revered in its field and has received consistent recognition for its efforts; some highlights include having been named one of a Top Ten Home Improvement Franchises for 2008 by Entrepreneur Magazine and AOL Small Business. Christmas Decor's parent company, The Decor Group, also offers the Nite Time Decor, which offers a complete line of high–quality low–voltage landscape lighting products, training, business systems, and support. For more information, visit www.christmasdecor.net.

Align Technology Files Six Patent Infringement Lawsuits Asserting 26 Patents Against 3Shape

SAN JOSE, CA—(Marketwired – November 14, 2017) – Align Technology, Inc. (NASDAQ: ALGN) today announced that it has filed six patent infringement lawsuits asserting 26 patents against 3Shape A/S, a Danish corporation, and a related U.S. corporate entity, asserting that 3Shape's Trios intraoral scanning system and Dental System software infringe Align patents.

Align filed two Section 337 complaints with the U.S. International Trade Commission (ITC) alleging that 3Shape violates U.S. trade laws by selling for importation and importing its infringing Trios intraoral scanning system and Dental System software. Align's ITC complaints seek cease and desist orders and exclusion orders prohibiting the importation of 3Shape's Trios scanning system and Dental System software products into the U.S.

Align also filed four separate complaints in the United States District Court for the District of Delaware alleging patent infringement by 3Shape's Trios intraoral scanning system and Dental System software. All of these district court complaints seek monetary damages and injunctive relief against further infringement.

Commenting on Align's patent infringement lawsuits against 3Shape, Roger E. George, vice president, legal affairs and general counsel for Align said, “Over the past 20 years, Align has been at the forefront of digital dentistry evolution, and it is committed to continued innovation and technology development to facilitate the adoption of digital dentistry. The 26 patents we are asserting are integral components of our broad patent portfolio and represent key inventions and technologies fundamental to Align's digital dentistry strategy. Align is a leader in the intraoral scanning systems and digital dentistry market and we will not allow competitors to copy our products and their features or infringe our patents. We will vigorously defend our intellectual property, whether it relates to clear aligners, dental scanners, or digital dentistry more broadly. We have strong legal claims against 3Shape and believe we will succeed both at the ITC and in the federal district court.”

Align's twenty–six patents asserted against 3Shape are:

  Patent No.   Title
  9,615,901   Method and apparatus for imaging three–dimensional structure
  9,566,132   Smile Designer
  9,510,757   Identification of areas of interest during intraoral scans
  9,451,873   Automatic selection and locking of intraoral images
  9,427,916   Method for preparing a physical plaster model
  9,299,192   Methods and systems for creating and interacting with three dimensional virtual models
  9,101,433   Method and apparatus for colour imaging a three–dimensional structure
  8,845,330   Method for preparing a physical plaster model
  8,734,149   Systems and methods for fabricating a dental template
  8,675,207   Method and apparatus for colour imaging a three–dimensional structure
  8,638,448   Method and apparatus for imaging three–dimensional structure
  8,638,447   Method and apparatus for imaging three–dimensional structure
  8,545,221   Smile Designer
  8,454,364   Method for preparing a physical plaster model
  8,451,456   Method and apparatus for colour imaging a three–dimensional structure
  8,363,228   Method and apparatus for colour imaging a three–dimensional structure
  8,092,215   Smile Designer
  7,112,065   Method for defining a finish line of a dental prosthesis
  7,092,107   Method and apparatus for imaging three–dimensional structure
  7,056,115   Systems and methods for fabricating a dental template
  6,948,931   Digitally modeling the deformation of gingival tissue during orthodontic treatment
  6,845,175   Dental image processing method and system
  6,685,470   Digitally modeling the deformation of gingival tissue during orthodontic treatment
  6,514,074   Digitally modeling the deformation of gingival
  6,334,853   Method for obtaining a dental occlusion map
  6,227,850   Teeth viewing system

About Align Technology, Inc.
Align Technology designs and manufactures the Invisalign® system, the most advanced clear aligner system in the world, and iTero® intraoral scanners and services. Align's products help dental professionals achieve the clinical results they expect and deliver effective, cutting–edge dental options to their patients. Visit www.aligntech.com for more information.

For additional information about the Invisalign system or to find an Invisalign provider in your area, please visit www.invisalign.com. For additional information about iTero digital scanning system, please visit www.itero.com.

Align Technology Files Six Patent Infringement Lawsuits Asserting 26 Patents Against 3Shape

SAN JOSE, CA—(Marketwired – November 14, 2017) – Align Technology, Inc. (NASDAQ: ALGN) today announced that it has filed six patent infringement lawsuits asserting 26 patents against 3Shape A/S, a Danish corporation, and a related U.S. corporate entity, asserting that 3Shape's Trios intraoral scanning system and Dental System software infringe Align patents.

Align filed two Section 337 complaints with the U.S. International Trade Commission (ITC) alleging that 3Shape violates U.S. trade laws by selling for importation and importing its infringing Trios intraoral scanning system and Dental System software. Align's ITC complaints seek cease and desist orders and exclusion orders prohibiting the importation of 3Shape's Trios scanning system and Dental System software products into the U.S.

Align also filed four separate complaints in the United States District Court for the District of Delaware alleging patent infringement by 3Shape's Trios intraoral scanning system and Dental System software. All of these district court complaints seek monetary damages and injunctive relief against further infringement.

Commenting on Align's patent infringement lawsuits against 3Shape, Roger E. George, vice president, legal affairs and general counsel for Align said, “Over the past 20 years, Align has been at the forefront of digital dentistry evolution, and it is committed to continued innovation and technology development to facilitate the adoption of digital dentistry. The 26 patents we are asserting are integral components of our broad patent portfolio and represent key inventions and technologies fundamental to Align's digital dentistry strategy. Align is a leader in the intraoral scanning systems and digital dentistry market and we will not allow competitors to copy our products and their features or infringe our patents. We will vigorously defend our intellectual property, whether it relates to clear aligners, dental scanners, or digital dentistry more broadly. We have strong legal claims against 3Shape and believe we will succeed both at the ITC and in the federal district court.”

Align's twenty–six patents asserted against 3Shape are:

  Patent No.   Title
  9,615,901   Method and apparatus for imaging three–dimensional structure
  9,566,132   Smile Designer
  9,510,757   Identification of areas of interest during intraoral scans
  9,451,873   Automatic selection and locking of intraoral images
  9,427,916   Method for preparing a physical plaster model
  9,299,192   Methods and systems for creating and interacting with three dimensional virtual models
  9,101,433   Method and apparatus for colour imaging a three–dimensional structure
  8,845,330   Method for preparing a physical plaster model
  8,734,149   Systems and methods for fabricating a dental template
  8,675,207   Method and apparatus for colour imaging a three–dimensional structure
  8,638,448   Method and apparatus for imaging three–dimensional structure
  8,638,447   Method and apparatus for imaging three–dimensional structure
  8,545,221   Smile Designer
  8,454,364   Method for preparing a physical plaster model
  8,451,456   Method and apparatus for colour imaging a three–dimensional structure
  8,363,228   Method and apparatus for colour imaging a three–dimensional structure
  8,092,215   Smile Designer
  7,112,065   Method for defining a finish line of a dental prosthesis
  7,092,107   Method and apparatus for imaging three–dimensional structure
  7,056,115   Systems and methods for fabricating a dental template
  6,948,931   Digitally modeling the deformation of gingival tissue during orthodontic treatment
  6,845,175   Dental image processing method and system
  6,685,470   Digitally modeling the deformation of gingival tissue during orthodontic treatment
  6,514,074   Digitally modeling the deformation of gingival
  6,334,853   Method for obtaining a dental occlusion map
  6,227,850   Teeth viewing system

About Align Technology, Inc.
Align Technology designs and manufactures the Invisalign® system, the most advanced clear aligner system in the world, and iTero® intraoral scanners and services. Align's products help dental professionals achieve the clinical results they expect and deliver effective, cutting–edge dental options to their patients. Visit www.aligntech.com for more information.

For additional information about the Invisalign system or to find an Invisalign provider in your area, please visit www.invisalign.com. For additional information about iTero digital scanning system, please visit www.itero.com.