RIMOUSKI, QUEBEC--(Marketwire - April 17, 2012) -
NOT FOR DISTRIBUTION TO PRESS SERVICES IN THE UNITED STATES AND NOT FOR CIRCULATION IN THE UNITED STATES
Pétrolia (TSX VENTURE:PEA) (the "Company") announces that it has reached an agreement with Investissement Québec under which it will purchase 7,042,254 units ("Units") of the Company at $1.42 per Unit (the "Issue Price") for total gross proceeds of $10,000,000 (the "Investissement Québec Private Placement"). Each Unit is made up of one common share and one-half of one common share purchase warrant; each whole purchase warrant ("Purchase Warrant") allows the bearer to acquire one common share of the Company at a price of $1.78 per common share for a period of 36 months following the closing date.
In addition to the Investissement Québec Private Placement, the Company is pleased to announce that it has entered into an agreement with Laurentian Bank Securities Inc. and National Bank Financial Inc. (the "Underwriters"), pursuant to which the Underwriters have agreed to purchase, on a bought deal private placement basis, 3,521,128 Units of the Company, on the same terms and conditions governing the Investissement Québec Private Placement, for total gross proceeds of $5,000,000 (the "Underwriters' Private Placement"). The Underwriters will also have an option to acquire up to 528,170 additional Units, exercisable in full or in part at any time up to 48 hours prior to the closing date, at the Issue Price. In connection with the placement, the Company has agreed to pay the Underwriters a cash commission equal to 6.0% of the gross proceeds from the Underwriters' Private Placement. By way of additional compensation, the Underwriters will be issued compensation options ("Compensation Options") equal to 6.0% of the number of Units issued under the Underwriters' Private Placement. Each Compensation Option can be exercised for one common share of the Company at a price of $1.42 per common share for a period of 24 months following the closing date.
Units will be offered on a private placement basis to qualified investors in all provinces of Canada and in other jurisdictions in accordance with applicable exemptions from registration. The closing date for the Investissement Québec Private Placement and the Underwriters' Private Placement (collectively, the "Private Placements") will be on or about May 15, 2012 or such other date as the parties may agree. Closing of the Private Placements is subject to the satisfaction of certain conditions, including without limitation, obtaining all applicable regulatory approvals and the satisfactory completion of the Underwriters' due diligence review.
The proceeds of the Private Placements will be used primarily for the completion of three conventional wells without fracturing, two on the Company's Bourque project (near Murdochville) and one in the Haldimand field (near Gaspé), as well as for general corporate purposes.
Pétrolia is proud to announce the investment by Investissement Québec. According to André Proulx, "these placements will potentially lay the foundations for the emergence of the first major Québec oil production company. We are especially pleased that this strategic financing has come from Québec institutions."
The president and chief executive officer of Investissement Québec, Jacques Daoust underlines that "this placement is made in accordance with the government's strategy for the development of natural resources and our strategic plan. According to our strategic plan, 30% of our investments must be dedicated to accelerate the development of natural resources and to ensure that Quebecers benefit from the appropriate outcomes".
This news release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction. The Common Shares have not been and will not be registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from the registration equipment.
Pétrolia is a junior oil and gas exploration company which owns interests in oil and gas licenses covering 14,000 km² (3.5 million acres), which represents about 17% of the Québec territory under lease. The leases, the majority of which are located on the Gaspé Peninsula and Anticosti Island, are considered to be very promising and represent almost 70% of the territory under lease for which there is land-based oil potential in Québec. Pétrolia has 55,036,698 million shares issued and outstanding.
Certain statements made herein may constitute forward-looking statements. These statements relate to future events or the future economic performance of Pétrolia and carry known and unknown risks, uncertainties and other factors that may appreciably affect their results, economic performance or accomplishments when considered in light of the content or implications o statements made by Pétrolia. Actual events or results could be significantly different. Accordingly, investors should not place undue reliance on forward-looking statements. Pétrolia does not intend and undertakes no obligation to update these forward-looking statements.
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.