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TSX Venture Exchange
Trading Symbol: PCA
CALGARY, Dec. 3 /CNW/ - PetroSands Resources (Canada) Inc. ("PetroSands" or the "Company") (TSX-V:PCA) is pleased to provide further details regarding the appointments to its board of directors.
Malvin Spooner, MBA, CFA, Director, is the founder and President of Sienna Capital Management Inc., an investment advisory firm specializing in resources. He is the author of Resources Rock (book Insomniac Press, 2004), a book on investment theory and practice, and is the fund manager and former President and founder of Mavrix Funds. Mr. Spooner launched and managed its Lipper Award winning resource fund. Malvin is a Chartered Financial Analyst and has his MA in Economics and MBA from the University of Western Ontario.
Brian Prokop, P. Eng., CFA, Director, recently established the Calgary Institutional Sales Desk and was an Investment Banking advisor at a Canadian bank dealing with North American and European institutions with a specific emphasis on energy companies. Prior thereto, Mr. Prokop was a ranked sell-side analyst providing Canadian and U.S. equity and income trust coverage, and macroeconomic industry analysis. Brian is a Professional Engineer, has a Geological Engineering degree from the University of Manitoba, an MBA from the University of Calgary, and is a Chartered Financial Analyst.
Alan Cruickshank, Director, has been in the financial service business for over 25 years as an Advisor, Branch Manager, Vice-President Capital Markets and former President and founder of both a clean coal company and First Avenue Partners. Mr. Cruickshank has been active in the industry serving on the Investment Dealers Association District Council and was a national director of Investment Industry Association of Canada.
Chad Dust, B.Comm, Director, recently served as Executive Vice-President of Alberta Oilsands Inc., an emerging heavy oil developer. Mr. Dust has significant oil and gas financial market expertise and is experienced in a vast spectrum of energy-related assignments, including private equity, investment management, corporate and investment banking, recapitalizations, corporate evaluations and acquisitions, asset divestures and a wide array of other debt and equity-related transactions. Mr. Dust has a B.Comm. in Finance from the University of Saskatchewan.
Neil Burwash, CMA, CFP, Director, has been a Certified Management Accountant since 1978 and a Certified Financial Planner since 1999. He currently operates under Burwash Financial Services. Mr. Burwash has over 25 years of public accounting and related experience in Saskatchewan's and Alberta's oil and gas sector. He is also a director of 49 North Resource Fund.
PetroSands Resources (Canada) Inc. ("PetroSands" or the "Company") is pleased to announce that it intends to complete a private placement financing (the "Financing") of units of the Company ("Units") at a price of $1.10 per Unit for total gross proceeds of up to $5.0 million. Each Unit will consist of a total of four (4) securities, being: (a) one (1) common share ("Common Share"), (b) one (1) common share issued on a flow-through basis pursuant to the Income Tax Act (Canada) ("Flow-Through Share"), and (c) two (2) common share purchase warrants (each, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one (1) Common Share at an exercise price of $1.00 at any time within five (5) years from the date of issuance. Up to 4.5 million Units are expected to be issued in the Financing, resulting in the issuance of up to 4.5 million Common Shares, up to 4.5 million Common Shares issued on a Flow-Through basis and up to 9.0 million Warrants. The purchase price for each Unit is to be allocated equally between the Common Shares and Common Flow-Through Shares.
Closing is expected to occur on or about December 22, 2010. The Company expects to list all securities and warrants on the facilities of the TSX Venture Exchange, such listing being subject to approval of the TSX Venture Exchange. The foregoing securities will be subject to a four month hold period. Closing of the Financing is subject to, among other things, regulatory approval. Proceeds from the Financing are intended to be used to fund the Company's fourth quarter 2010 and first quarter 2011 drilling program and for general corporate purposes.
Purchasers resident in the United States who purchase Units will receive Common Shares in the place of the Flow-Through Shares.
PetroSands currently has fourteen standing wells that have now been tied in and are awaiting completion to be brought on production, 2 wells that have been drilled and are awaiting tie-in, and one horizontal oil well currently being drilled this December 2010. PetroSands' current winter capital program of $1.0M is expected to add production from its properties in Saskatchewan and Alberta by an estimated 300 boe/d.
The Company also announced today that 130,000 common shares at an issue price of $0.50 per share have been issued as payment for past services rendered to the Company as part of its reorganization. The shares will be subject to a four month hold period under applicable Canadian securities laws. Closing is subject to certain conditions, including the approval of the TSX Venture Exchange.
About PetroSands Resources (Canada) Inc.
PetroSands Resources (Canada) Inc. is a publicly traded junior oil and gas company focused on exploration and development of oil and natural gas in Canada. The Company remains focused on strategic acquisitions and aggressively expanding production, reserves and opportunistic transactions in this sector. The Company holds in excess of 35,000 net acres of undeveloped land for production and exploration and currently has approximately 7.2 million shares outstanding.
The securities offered have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
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.
Forward-Looking Statements and Information: The forward-looking statements contained in this document are based on certain key expectations and assumptions made by PetroSands, including: (i) with respect to the anticipated closing dates of the Financing, use of proceeds of the Financing and the listing of the Common Shares, Flow-Through Shares and Warrants, expectations and assumptions concerning timing of receipt of required regulatory approvals and third party consents and the satisfaction of other conditions to the completion of the Financing and the listing of said securities and (ii) with respect to the anticipated exploration and development opportunities, anticipated recovery factors, anticipated 2010 and 2011 capital expenditures and the anticipated 2010 average and exit rates of production, expectations and assumptions concerning the success of future exploration and development activities, the performance of existing wells, the performance of new wells and prevailing commodity prices.
Although PetroSands believes 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 PetroSands 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 obtain necessary regulatory approvals or satisfy the conditions to closing the Financing, risks associated with the oil and gas industry in general (e.g., operational risks in development, exploration and production; delays or changes in plans with respect to exploration or development projects or capital expenditures, the uncertainty of reserve estimates, the uncertainty of estimates and projections relating to production, costs and expenses, and health, safety and environmental risks), commodity price and exchange rate fluctuations and uncertainties resulting from potential delays or changes in plans with respect to exploration or development projects or capital expenditures. Certain of these risks are set out in more detail in PetroSand's Management Discussion and Analysis which has been filed on SEDAR and can be accessed at www.sedar.com.
The forward-looking statements contained in this document are made as of the date hereof and PetroSands undertakes no 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.
Meaning of Boe
When used in this press release, boe means a barrel of oil equivalent on the basis of 1 boe to 6 thousand cubic feet of natural gas. Boe/d means a barrel of oil equivalent per day. Boe's may be misleading, particularly if used in isolation. A boe conversion ratio of 1 boe for 6 thousand cubic feet of natural gas is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead.
For further information: For further information:
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