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Robinson Energy Limited completed the acquisition of Cobra Venture Corporation (TSXV:CBV) in a reverse merger transaction.
Robinson Energy Limited entered into a letter of intent to acquire Cobra Venture Corporation (TSXV:CBV) for CAD 17.1 million in a reverse merger transaction on June 30, 2025. Robinson Energy Limited entered into a definitive agreement to acquire Cobra Venture Corporation for CAD 2 million in a reverse merger transaction on March 17, 2026. All of the securities of Robinson being acquired for a purchase price of CAD 24.7 million satisfied though the issuance of common shares of Cobra at an exchange ratio of 15.15 Cobra Shares for each Robinson Share, which values each Cobra Share at a price of CAD 0.21 per share and which shall result in the issuance of approximately 122,410,336 Cobra Shares. A change of name of the Corporation to "Robinson Energy Limited" effective upon the closing of the Transaction. At closing, Cobra Subco and Robinson will amalgamate to form Robinson Energy Canada Ltd., with Robinson shareholders receiving 1.7947 Resulting Issuer shares per Robinson share at a deemed price of CAD 2.00. Approximately 14,796,885 shares (89%) will be issued to Robinson shareholders, resulting in a TSXV reverse takeover. Post-closing, the Resulting Issuer is expected to have approximately 16,617,760 outstanding and be listed as a Tier 2 oil & gas issuer focused on Papua New Guinea.
Upon completion of the Transaction, the following individuals will comprise the board of directors and management of the Resulting Issuer: J. Cameron Bailey as Director and Chief Executive Officer; Neil Bothwell as Chief Financial Officer; Randolf M. Charron as Director; John King P. Eng – Director; R. Bradley Hurtubise as Director; Pradeep Bhatnagar as Vice President of Exploration; and Jack Schroder as Corporate Secretary.
Negotiation of the Definitive Agreement is subject to receipt of necessary financial information, receipt of a qualified reserves report and completion of due diligence investigations to the satisfaction of each of Cobra and Robinson. In addition to the customary conditions that will be set out in the Definitive Agreement, the completion of the Transaction is subject to the following conditions Execution of the Definitive Agreement, Finalization of the audited financial statements of Robinson, Preparation and filing of a disclosure document, in accordance with the policies of the Exchange outlining the definitive terms of the Transaction, and describing the business to be conducted by the Resulting Issuer, Receipt of all director, shareholder and third-party approvals relating to the negotiation and execution of the Definitive Agreement and the Transaction, Acceptance of the Exchange. The LOI contemplates that the Transaction will be completed by September 30, 2025. As of March 17, 2026, the Transaction is subject to the receipt of all necessary regulatory approvals and shareholder approvals required by applicable corporate law, including the approval of the shareholders of Cobra and Robinson, as well as the satisfaction of the conditions as set out in the Agreement.
Robinson Energy Limited completed the acquisition of Cobra Venture Corporation (TSXV:CBV) in a reverse merger transaction on June 17, 2026. As part of the transaction, Cobra Venture Corporation has changed its name to "Robinson Energy Limited" and consolidated its shares on a 10:1 basis. The new CUSIP number for the post-Consolidation shares (the "Resulting Issuer Shares") will be 770767101 and the new ISIN will be CA7707671011. Trading of the Resulting Issuer Shares remains halted, and subject to final TSX Venture Exchange approval of the Transaction which will occur upon issuance of a final bulletin in respect of the Transaction by the Exchange which is expected on or about June 18, 2026. Subject to the issuance of the final bulletin, it is anticipated that trading in the Resulting Issuer Shares will commence on the Exchange under the symbol "ROB" on June 22, 2026.
Following completion of the transaction, the board of directors of the resulting issuer, Robinson Energy Limited (formerly Cobra Venture Corporation), consists of J. Cameron Bailey, John R. King, R. Bradley Hurtubise and Randolph M. Charron. Management comprises J. Cameron Bailey as President and Chief Executive Officer, Neil Bothwell as Chief Financial Officer, Pradeep Bhatnagar as Vice-President (Exploration), and Jack Schroder as Corporate Secretary. MNP LLP was appointed auditor at closing. J. Cameron Bailey beneficially owned or controlled 3,589,400 Resulting Issuer Shares and 332,355 stock options, representing approximately 21.6% of the outstanding shares on a non-diluted basis (23.14% partially diluted), while Anubhav Yadav owned or controlled 2,153,640 Resulting Issuer Shares, representing approximately 12.96% of the outstanding shares.