Quetzal Energy Inc. Files Amended and Restated Initial Public Offering Final Prospectus



    /NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO U.S. NEWSWIRE SERVICES/

    TORONTO, Oct. 2 /CNW/ - Quetzal Energy Inc. ("Quetzal") announces that it
has filed an amended and restated final prospectus relating to its public
offering (the "Offering") of units ("Units"), each Unit consisting of one
common share ("Common Share") of Quetzal and one Common Share purchase warrant
("Warrant"). Up to 20 million Units are offered at a price of $0.50 per Unit,
with a minimum offering of 8 million Units for gross proceeds of a minimum of
$4 million and a maximum of $10 million. Each Warrant is exercisable for two
years following the date of the first closing of the Offering at an exercise
price of $0.75 per Common Share, provided that in the event that Quetzal lists
its Common Shares on Tier 1 of the TSX Venture Exchange ("TSXV") or on the
Toronto Stock Exchange ("TSX"), the term of the Warrants will be extended by
36 months for a total term of five years, subject to TSXV or TSX approval. The
Units will separate into Common Shares and Warrants immediately upon closing.
The Common Shares and Warrants have been conditionally approved for listing on
Tier 2 of the TSXV. A copy of the final amended and restated prospectus in
respect of the Offering is available on SEDAR at www.sedar.com.
    The Offering is led by D&D Securities Company (the "Agent") on a "best
efforts" basis by way of long form prospectus. The Offering is expected to
have an initial closing on or about October 16, 2008, and is subject to
certain conditions.

    This news release does not constitute an offer to sell, or the
solicitation of an offer to buy, the units, the common shares, and the
warrants (collectively the "Securities") in any jurisdiction, including the
United States, or to, or for the account or benefit of, U.S. persons absent
U.S. registration or an applicable exemption therefrom, nor shall there be any
sale of the Securities in any state in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the securities
laws of any such state. The Securities being offered will not be, and have not
been, registered under the United States Securities Act of 1933, as amended,
and may not be offered or sold within the United States or to, or for the
account or benefit of, a U.S. person, absent U.S. registration or an
applicable exemption therefrom.

    About Quetzal Energy Inc.

    Quetzal is a junior oil and gas company with properties in Guatamala.

    Forward-looking statements

    Certain statements in this press release, including those using the words
"anticipated" and "expected" are forward-looking statements within the meaning
of applicable securities law. Forward-looking statements are based on the
opinions and estimates of management at the date the statements are made and
are subject to a variety of risks and uncertainties and other factors that
could cause actual events or results to differ materially from those projected
in the forward-looking statements. Quetzal cannot assure that actual results
will be consistent with these forward-looking statements are subject to
change. There is no assurance that the Offering will close or that the listing
conditions of the TSX Venture Exchange will be met. Unless required by
applicable securities law, Quetzal does not assume any obligation to update
forward-looking statements.

    
    The TSX Venture Exchange has not reviewed and does not accept
    responsibility for the adequacy and accuracy of this release.
    





For further information:

For further information: Wayne Fraser, Chief Financial Officer, at Tel:
(416) 362-9096

Organization Profile

QUETZAL ENERGY INC.

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