|By PR Newswire||
|March 3, 2014 02:00 AM EST||
SAINT HELIER, Jersey, March 3, 2014 /PRNewswire/ --
/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE U.S./
LONGREACH OIL AND GAS LIMITED (TSXV: LOI) (the "Company" or "Longreach") is pleased to announce that it has given notice to its contractor Saipem SpA to mobilize the Drillmec Mas 7000 rig to the Kamar well location for the purpose of drilling a second well as a follow up to its Koba-1 well at its operated Sidi Moktar onshore license area in Morocco.
The Company intends to complete an interim debenture financing of between Cdn$10 - Cdn$15 million with a number of qualified investors, the proceeds of which will be used for the ongoing development of the Kamar well and for general corporate purposes. It is expected that the debentures will bear interest at a rate of 10% per annum and will mature two years from closing and will otherwise have terms and conditions customary for transactions of this nature. It is expected that purchasers of debentures will also receive non-transferable bonus warrants to purchase ordinary shares of the Company for two years from closing (subject to adjustment) with an exercise price of at least Cdn$0.30. Insiders may participate in the proposed debenture financing, subject to the availability of applicable related party transaction exemptions. The proposed financing remains subject to execution of definitive documentation and approval of the TSX Venture Exchange.
If the proposed financing is completed, the Company intends to repay the debentures with the proceeds of a subsequent public or private offering of equity securities, which may include a rights offering to all shareholders of the Company.
Longreach is an independent Canadian oil and gas company focused on its significant land position in Morocco. The Company has a 50% operated interest in the Sidi Moktar license area covering 2,683 square kilometres and is working closely with ONHYM as a committed long-term partner to unlock the hydrocarbon potential of the region. Morocco offers a politically stable environment to work within and has extremely favourable fiscal terms to energy producers. Longreach is a public company listed on the TSX Venture Exchange under the symbol "LOI".
Special Note Regarding Forward Looking Statements
This press release contains forward-looking statements. Such forward-looking statements relate to future events or the Company's future performance. All statements other than statements of historical fact are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "may", "will", "should", "expect", "plan", "anticipate", "believe", "estimate", "predict", "project", "potential", "targeting", "intend", "could", "might", "continue" or the negative of these terms or other similar terms. Forward-looking statements in this press release include, but are not limited to, statements regarding the drilling of the a second well at the Company's operated Sidi Moktar onshore license area in Morocco; the completion of the proposed interim debenture financing and the expected terms and conditions thereof; the participation of insiders of the Company in such interim financing; and a potential subsequent equity financing if the interim financing is completed. Forward-looking statements are only predictions. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. Some of the risks and other factors which could cause results to differ materially from those expressed in the forward-looking statements contained in this press release include, but are not limited to: general economic conditions in Canada, the Kingdom of Morocco and globally; executing the proposed interim debenture financing or potential subsequent equity offering on terms which the Company is willing or able to offer; industry conditions, including fluctuations in the price of oil and gas, governmental regulation of the oil and gas industry, including environmental regulation; fluctuation in foreign exchange or interest rates; risks inherent in oil and gas operations; political risk, including geological, technical, drilling and processing problems; unanticipated operating events which could cause commencement of drilling and production to be delayed; the need to obtain consents and approvals from industry partners, regulatory authorities and other third-parties; stock market volatility and market valuations; competition for, among other things, capital, acquisitions of reserves, undeveloped land and skilled personnel; incorrect assessments of the value of acquisitions or resource estimates; any future inability to obtain additional funding, when required, on acceptable terms or at all; credit risk; changes in legislation; any unanticipated disputes or deficiencies related to title matters; dependence on management and key personnel; and risks associated with operating in and being part of a joint venture. Although the forward-looking statements contained in this press release are based upon factors and assumptions which management of the Company believes to be reasonable, the Company cannot assure that actual results will be consistent with its expectations and assumptions. Material factors and assumptions which management of the Company has considered in connection with making the forward-looking statements in this press release include that the Company will be able to raise adequate proceeds and complete the interim financing on terms acceptable to the Company and that the Company will be able to complete a subsequent equity offering on terms acceptable to the Company. Undue reliance should not be placed on the forward-looking statements contained in this news release as there can be no assurance that the plans, intentions or expectations upon which they are based will occur. These statements speak only as of the date of this press release, and the Company does not undertake any obligation to publicly update or revise any forward-looking statements except as expressly required by applicable securities laws.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities of Longreach in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933 (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws, or an exemption from such registration is available.
For further information:
Chief Financial Officer and Secretary