/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY
CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW./
CALGARY, July 12, 2012 /CNW/ - Bowood Energy Inc. ("Bowood" or the "Company") is pleased to announce that it has commenced its previously announced
rights offering (the "Rights Offering"). Bowood has established July 26, 2012 as the record date for the
Rights Offering (the "Record Date"). Pursuant to the Rights Offering, each holder of a Common Share on
the Record Date will receive one transferable right (a "Right") for every Common Share held. Every ten (10) Rights will entitle the
holder to purchase one Common Share at a price of $0.05 per Share until
the Rights expire at 4 p.m. (Calgary time) on August 17, 2012 (the "Expiry Date"). The Rights Offering will include an additional subscription
privilege under which holders of Rights who fully exercise their Rights
will be entitled to subscribe for additional Common Shares, if
available, that were not otherwise subscribed for in the Rights
Offering. There is no standby guarantee.
The Common Shares are expected to commence trading on an ex-rights basis
on the TSXV at the opening of trading on July 24, 2012. Accordingly,
Common Shares purchased on or following July 24, 2012 will not be
entitled to receive Rights under the Rights Offering. At that time,
the Rights are expected to be posted for trading on a "when issued"
basis on the TSXV under the symbol "BWD.RT". Trading of the Rights is
expected to continue until 10:00 a.m. (Calgary time) on the Expiry
Legacy Oil + Gas Inc. has agreed not to participate in the Rights
Offering with respect to the 200,000,000 Common Shares that it acquired
on July 5, 2012 and will not be entitled to exercise, sell or convey
any Rights. Accordingly, a maximum of approximately 27,497,337 Common
Shares will be issued pursuant to the Rights Offering for gross
aggregate proceeds of approximately $1.375 million. Bowood will use
the proceeds of the Rights Offering for general corporate purposes.
A rights offering circular, together with rights certificates, will be
mailed to eligible holders of Common Shares as soon as possible
following the Record Date. Registered shareholders wishing to exercise
their rights must forward the completed rights certificates along with
the applicable funds to the subscription agent for the Rights Offering,
Olympia Trust Company (the "Subscription Agent"), by the Expiry Date. Shareholders who own their Common Shares through
an intermediary, such as a bank, trust company, securities dealer or
broker, will receive materials and instructions from their
The Rights Offering will be made in all provinces of Canada, except
Québec, and in such other jurisdictions where Bowood is eligible to
make such offering (the "Qualifying Jurisdictions"). Rights certificates will not be issued and forwarded by Bowood to
holders of Common Shares not resident in the Qualifying Jurisdictions.
Instead, Rights otherwise issuable to such holders will be issued to
and held by the Subscription Agent, which will use its best efforts to
sell the Rights on behalf of all such holders prior to the Expiry Date
and then forward the net proceeds pro rata to such holders.
Investor Conference Call
Management of Bowood will be holding a conference call for investors,
financial analysts, media and any interested persons on Tuesday July
17, 2012 at 9:00 a.m. (MDT) (11:00 a.m. EDT) to discuss the Rights
Offering and the recently announced unit financing.
The investor conference call details are as follows:
Participant Dial-In Number(s):
Operator Assisted Toll-Free Dial-In Number: (888) 231-8191
Local Dial-In Number: (403) 451-9838
Caution Respecting Forward-Looking Statements
This press release contains forward-looking statements. More
particularly, this press release contains forward-looking statements
concerning the anticipated timing of the listing of the Rights on the
facilities of the TSXV.
The forward-looking statements are based on certain key expectations and
assumptions, including the receipt of all required regulatory approvals
on a timely basis. Although it is believed that the expectations and
assumptions on which the forward-looking statements are based are
reasonable, undue reliance should not be placed on the forward-looking
statements because Bowood can give no assurance that they will prove to
be correct. Since forward-looking statements address future events and
conditions, by their very nature they involve inherent risks and
uncertainties. Actual results could differ materially from those
currently anticipated due to a number of factors and risks. These
include, but are not limited to, the failure to receive all required
regulatory approvals on timely basis or at all.
The forward-looking statements contained in this press release are made
as of the date hereof and Bowood does not undertake any obligation to
update publicly or revise any forward-looking statements or
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 news
SOURCE BOWOOD ENERGY INC.
For further information:
Trent J. Yanko, P.Eng.
President + CEO
Matt Janisch, P.Eng.
Vice President, Finance + CFO
4400, 525 - 8th Avenue S.W.
Calgary, AB T2P 1G1