/NOT FOR DISTRIBUTION IN THE UNITED STATES OR THROUGH UNITED STATES WIRE
CALGARY, Sept. 27, 2011 /CNW/ - Valparaiso Energy Inc. (the "Corporation") (NEX: VPO.H) is pleased to announce its intention to proceed with a
non-brokered private placement (the "Offering") of up to 12,000,000 units of the Corporation ("Units") at a price of $0.05 per Unit for gross proceeds of up to $600,000.
Each Unit is to be comprised of one common share of the Corporation (a
"Share") and one common share purchase warrant of the Corporation (a "Warrant"). Each Warrant will be exercisable into an additional Share for a
period of 12 months from the closing date of the Offering at an
exercise price of $0.10 per Share. Directors, officers and other
insiders of the Corporation may participate in the Offering for
approximately 33% of the Offering, being approximately 4,000,000 Units
and $200,000 of the total proceeds of the Offering.
In addition, the Company plans to settle approximately $500,000 in debt
by issuing common shares at a price of $0.05 per share for an aggregate
of approximately 10,000,000 shares. Shareholder approval for the
Offering and the shares for debt transaction will be sought.
The proceeds from the Offering will be used to fund certain outstanding
operating liabilities, year end audit requirement costs and current
It is anticipated that the Corporation will close the Offering in one or
more closings with the initial closing to occur by October 14, 2011,
subject to the satisfaction of standard conditions including the
receipt of all necessary regulatory and TSX Venture Exchange approvals.
The securities issued pursuant to the Offering will be subject to a
four-month hold period.
The securities will not be registered with the U.S. Securities and
Exchange Commission and may not be offered or sold within the United
States without registration or an applicable exemption from the
registration requirements of the United States Securities Act of 1933
and any applicable state securities laws.
The Corporation currently has 15,552,865 Shares outstanding and trades
on the NEX board and the TSX Venture Exchange under the symbol VPO.H.
THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR
DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED
Forward-looking information in this press release includes, but is not
limited to statements concerning the anticipated Offering and the
completion thereof, insider participation in the Offering and the
anticipated use of the net proceeds from the Offering.
Although the Corporation believes that the expectations reflected in
this forward-looking information is reasonable, undue reliance should
not be placed on it because the Corporation can give no assurance that
it will prove to be correct. Since forward-looking information
addresses future events and conditions, by its very nature involves
inherent risks and uncertainties. The Corporation has provided this
forward-looking information in reliance on certain assumptions that it
believes are reasonable at this time, including assumptions as to the
Offering being completed, the participation of insiders of the
Corporation in the Offering and the use of the net proceeds from the
Offering and the costs involved with bringing the Corporation's gas
wells on line. This forward-looking information is based on current
expectations that involve a number of risks and uncertainties, which
could cause actual results to differ materially from those anticipated.
These risks include, but are not limited to: (i) the risk that the
closing of the Offering could be delayed if the Corporation is not able
to obtain the necessary regulatory, stock exchange and any applicable
shareholder approvals on the timelines it has planned. The Offering
will not be completed at all if these approvals are not obtained or any
other conditions to the closings are not satisfied; (ii) the intended
use of the net proceeds of the Offering by the Corporation might change
if the board of directors of the Corporation determines that it would
be in the best interests of the Corporation to deploy the proceeds for
some other purpose; (iii) insiders of the Corporation may choose not to
participate in the Offering; (iv) there may not be sufficient demand
for the Units and the Offering may not be completed; and (v) the costs
of bringing the Corporation's gas wells back on line may exceed the
estimated amount. Readers are cautioned that the foregoing list of
factors is not exhaustive. Additional information on these and other
factors that could affect the Corporation's operations and/or financial
results are included in the Corporation's reports on file with Canadian
securities regulatory authorities.
Readers are cautioned not to place undue reliance on forward-looking
information as there can be no assurance that the plans, intentions or
expectations upon which it is placed will occur. Such information,
although considered reasonable by management at the time of
preparation, may prove to be incorrect and actual results may differ
materially from those anticipated. Forward-looking information
contained in this press release is expressly qualified by this
The forward-looking information contained in this press release is made
as of the date hereof and the Corporation undertakes no obligation to
update publicly or revise any forward-looking information whether as a
result of new information, future events or otherwise, unless so
required by applicable securities laws.
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 Valparaiso Energy Inc.
For further information:
William J. Wylie
President and Chief Executive Officer
T: 403.266.5515 (Ext. 4)