EXHIBIT 99.1
NEWS RELEASE
FAR GROUP, INC. CHANGES ITS NAME TO
NORTH AMERICAN NATURAL GAS, INC. AND
ENTERS INTO AGREEMENTS TO PURCHASE INTERESTS IN
TWO PREMIER NATURAL GAS EXPLORATION PROSPECTS
March 18th, 2003 (OTCBB SYMBOL: NAGA)
FOR IMMEDIATE RELEASE (Previous Symbol: FGRI)
On March 5th, 2003, FAR Group Inc. changed its name to North American Natural
Gas, Inc. (NASD OTCBB SYMBOL: "NAGA") and undertook a new business purpose in
the oil and gas exploration industry.
North American Natural Gas, Inc. (the "Corporation") announced today that it has
entered into agreements to purchase interests in two premier oil and gas
exploration opportunities. The first agreement provides the Corporation with
the opportunity to purchase up to a 20% interest in Knox Miss Partners which
holds a 50% interest in 125,000 acres in the Black Warrior Basin in Mississippi
and Alabama. The second agreement provides the Corporation with the opportunity
to purchase up to a 10% interest in the Potato Hills Deep Gas Prospects located
in Western Oklahoma which is the site of a significant existing gas field at the
shallow depth of the field. The Corporation will hold its interests in the
these projects through two limited partnerships, Oklahoma Hills Gas, L.P. and
Black Warrior Gas, L.P., which have been formed for the purpose of acquiring
these interests.
OKLAHOMA HILLS GAS, L.P.
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The Corporation will own a total of 99% of the units of Oklahoma Hills Gas, L.P.
and its wholly owned subsidiary, NANG, Inc. will be the general partner. BWP
Gas, L.L.C. will own the remaining 1% of the limited partnership units.
Oklahoma Hills Gas L.P. has the right to acquire, for $5,000,000, a minimum
interest of an undivided 5% of 8/8ths working interest in the Mary #2-34 well
Section 34-3N-20E, Latimer County, Oklahoma, the test well for the Potato Hills
Deep prospect.
In addition, Oklahoma Hills Gas L.P. has the option to purchase an additional
working interest in the Mary #2-34 well up to a maximum of 10%. The Mary #2-34
well is currently drilling below 18,000 feet headed to an eventual total depth
of 24,000 feet. Oklahoma Hills Gas L.P.'s purchase of interests in the Mary
#2-34 well will allow participation in all future development of the contract
area. The Mary #2-34 project is operated by GHK Company, L.C.C.
The Corporation agreed to issue up to 3,750,000 shares of its common stock to
BWP based on the percentage of interest actually acquired by Oklahoma Hills in
the project. In addition, the Corporation agreed to provide an initial capital
contribution to Oklahoma Hills of $5,000,000.
BLACK WARRIOR GAS, L.P.
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The Corporation will own a total of 99% of the units of Black Warrior Gas, L.P.
and its wholly owned subsidiary, NANG, Inc. will be the general partner. BWP
Gas, L.L.C. will own the remaining 1% of the limited partnership units.
2
Black Warrior Gas L.P. has the right to purchase up to a 20% interest in Knox
Miss Partners, L.P. which currently owns a 50% interest in approximately 125,000
acres in and around the Black Warrior Basin in Mississippi and Alabama (the
"Black Warrior Project"). Should Black Warrior Gas L.P. complete the
acquisition, it will indirectly own through its holding in Knox Miss Partners,
10% of the Black Warrior Project. The Black Warrior Project is operated by
Clayton Williams Energy, Inc.
The Corporation agreed to issue up to 3,750,000 shares of its common stock to
BWP based on the percentage of interest in Knox Miss Partners actually acquired
by Black Warrior. In addition, the Corporation agreed to provide an initial
capital contribution to Black Warrior of up to $11,000,000.
APPOINTMENT OF NEW BOARD MEMBERS
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The Corporation is further pleased to announce that Mr. Harry Briscoe of
Kingwood, Texas and Mr. Brian Egolf of Santa Fe, New Mexico have joined the
Board of Directors.
Mr. Briscoe graduated from the Colorado School of Mines and has over 30 years of
experience in the oil and gas industry. For over 17 years he served in a range
of senior positions with Tenneco Oil Company including General Manager of
Tenneco and Vice President of Exploration. After the sale of Tenneco Oil in
1988, Mr. Briscoe was President and COO of Tatham Offshore Inc. and Executive
Vice President of DeepTech International, Inc. Since 1996, Mr. Briscoe has been
involved in a series of independent exploration and development activities in
the Gulf of Mexico. Mr. Briscoe has assumed the role of President and Chief
Executive Officer of North American Natural Gas, Inc.
Mr. Egolf, a graduate of Stanford University, also has 30 years of experience in
the oil and gas industry. From 1969 through 1986, Mr. Egolf served as the
General Partner of Petroleum Investments, Ltd., an Oklahoma based partnership
which offered twenty private and public limited partnership drilling programs
(over $200,000,000 in Limited Partnership subscriptions), including the first
publicly traded Master Limited Partnership. Since 1986, Mr. Egolf has been
active in oil and gas industry as founder, President and CEO of several private
and public companies involved in oil and gas exploration.
STOCK DIVIDEND
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The Corporation will also affect a 4-5 stock dividend with an effective date of
March 20, 2003. For every four shares held by a shareholder as of the date of
record (March 17th, 2003), the shareholder will receive one additional share.
THIS PRESS RELEASE MAY CONTAIN CERTAIN FORWARD-LOOKING INFORMATION AND STATEMENT
CONCERNING THE CORPORATION'S OPERATIONS, PERFORMANCE AND FINANCIAL CONDITION,
INCLUDING, IN PARTICULAR, THE LIKELIHOOD OF THE CORPORATION'S SUCCESS IN ITS
ABILITY TO MAKE THE INITIAL AND ANY SUBSEQUENT CAPITAL CONTRIBUTIONS TO EACH OF
THE LIMITED PARTNERSHIPS, THE ABILITY OF THE LIMITED PARTNERSHIPS TO COMPLETE
THEIR RESPECTIVE ACQUISITIONS AND TO MAKE THEIR PROPORTIONATE PAYMENTS FOR
DRILLING AND COMPLETION COSTS ON THE PROJECTS, THE LIKELIHOOD OF SUCCESS IN
ACTUALLY FINDING ANY OIL OR GAS IN THE PROJECT AREA, THE LIKELIHOOD OF ANY
REVENUE BEING GENERATED BY THE LIMITED PARTNERSHIPS AND DISTRIBUTIONS BEING MADE
TO THE CORPORATION. THESE STATEMENTS ARE BASED UPON A NUMBER OF UNCERTAINTIES
AND CONTINGENCIES, MANY OF WHICH ARE BEYOND THE CONTROL OF THE COMPANY. ACTUAL
RESULTS MAY DIFFER MATERIALLY FROM THOSE EXPRESSED OR IMPLIED BY SUCH
FORWARD-LOOKING STATEMENTS. THIS DOCUMENT IS NOT INTENDED TO BE AND IS NOT AN
ADVERTISEMENT FOR ANY SECURITIES OF THE COMPANY.
For further information, please contact:
MR. HARRY BRISCOE, PRESIDENT & CEO
NORTH AMERICAN NATURAL GAS, INC.
Telephone: (281) 548-1070