Star Metro - LNG Energy Group Corp. Enters into Binding Exclusivity Agreement and Letter of Intent to Establish a US$200 million Strategic JV to Fund Oil And Gas Investments in Venezuela

TORONTO, ON / ACCESS Newswire / May 26, 2026 / LNG Energy Group Corp. (TSXV:LNGE)(TSXV:LNGE.WT)(OTC PINK:LNGNF)(FWB:E26) (the "Company" or "LNG Energy Group") is pleased to announce that it has entered into a binding exclusivity agreement and a Letter of Intent ("LOI") to enter into a 50/50 joint venture with Fifth Ocean Management LP, in partnership with Westlawn Group, (together "Fifth Ocean") for the exploration and development of existing, and future, oil and gas blocks in Venezuela.

Under the terms of the proposed joint venture, the Parties will establish a new JV company (the "JV Company") organized in the United States to invest in oil and gas exploration and development projects in Venezuela. LNG will contribute existing oil and gas assets in Venezuela, and Fifth Ocean will fund an investment program of up to US$200 million to increase production and potential acquisition of additional assets in Venezuela.

The transaction is subject to the completion of due diligence and the negotiation and execution of mutually acceptable definitive agreements within the binding exclusivity period. Closing of the transaction is subject to customary conditions precedent, required regulatory approvals (including applicable OFAC, Ontario Securities Commission and TSX Venture Exchange) and customary contractual approvals.

The JV Company will also partner with Salamander Solutions Inc. ("Salamander") on a pilot program to deploy Salamander's advanced heating technology in Venezuela. The technology partnership between the JV Company and Salamander will be leveraged to evaluate and unlock prospective heavy oil resources in the assets of the JV Company.

About LNG Energy Group

The Company focuses on the acquisition and development of hydrocarbons production and exploration assets in Latin America. For more information, please visit www.lngenergygroup.com.

For more information please contact:

Angel Roa, Chief Financial Officer LNG Energy Group Corp.
Website: www.lngenergygroup.com
Email: [email protected]
Phone: (305) 464-6362

Find us on social media:

LinkedIn: https://www.linkedin.com/company/lng-energy-group-inc/Instagram:@lngenergygroup

X: @LNGEnergyCorp

CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION:

This news release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking statements") within the meaning of applicable Canadian securities laws. All statements other than statements of historical fact are forward-looking statements, and are based on expectations, estimates and projections as at the date of this news release that reflect the current views and/or expectations of management of LNG Energy Group with respect to performance, business and future events. Forward-looking statements in this press release include, but are not limited to, statements relating to: the execution and completion of the proposed Transaction; the finalization of definitive agreements; the total committed investment program of up to US$200 million; the development of the Venezuela Assets; and the Company's anticipated growth and operational objectives. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those expressed or implied, including: the inability of the Parties to negotiate and execute definitive agreements; failure to obtain required regulatory approvals (including those of OFAC, TSX Venture Exchange, and applicable Canadian securities commissions); adverse changes in the Venezuelan political, legal or regulatory environment; failure to complete due diligence to Fifth Ocean's satisfaction; and other factors described in the Company's public filings on SEDAR+. LNG Energy Group does not undertake any obligation to release publicly any revisions to forward-looking statements, except as required by applicable securities law.

SANCTIONS COMPLIANCE NOTE:

The proposed Transaction involves assets located in Venezuela. The Parties have acknowledged that all activities in connection with the Transaction will be conducted in full compliance with applicable U.S. sanctions laws and regulations, including those administered by the U.S. Office of Foreign Assets Control ("OFAC"). The Company will only proceed with the activities in connection with the Venezuela Assets in accordance with OFAC authorizations.

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

SOURCE: LNG Energy Group Corp.

View the original press release on ACCESS Newswire

D.Cameron--SMC