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TORONTO, April 25, 2012 /CNW/ - Sintana Energy Inc. ("Sintana" or the "Corporation") (TSX-V: "SNN") and ColCan Energy Corp. ("ColCan") are pleased to announce that they have closed the previously announced $11 million bought-deal private placement financing of subscription receipts (the "Subscription Receipts") of ColCan, announced on April 10, 2012, for gross proceeds of $11,000,010 (the "Offering"). The syndicate of underwriters was co-led by Canaccord Genuity Corp. and Cormark Securities Inc. and included Casimir Capital Ltd., Clarus Securities Inc. and GMP Securities L.P. (collectively, the "Underwriters").
Each Subscription Receipt represents the right to automatically receive one (1) common share (a "ColCan Share") in the capital of ColCan immediately prior to the completion of the business combination between Sintana and ColCan, previously announced on March 13, 2012 (the "Transaction"). On completion of the Transaction, each of the ColCan Shares (including those issuable pursuant to conversion of the Subscription Receipts under the Offering) will be exchanged for one and a half (1.5) common shares ("Sintana Shares") in the capital of Sintana.
The Subscription Receipts were issued on a private placement basis and are subject to an indefinite hold period, which commences from the date hereof; however, it is expected that the Sintana Shares issuable in connection with the Transaction (including those issued in connection with the conversion of the Subscription Receipts) will be freely tradable on closing of the Transaction and shall be listed and posted for trading on the TSX Venture Exchange (the "Exchange"). The net proceeds of the Offering will be used by the combined company to fund its capital expenditure program in South America and for general corporate purposes.
ColCan has also granted the Underwriters an option, (the "Over-Allotment Option") exercisable in whole or in part, for 30 days following the date hereof, to purchase up to an additional 13,333,300 Subscription Receipts to cover over-allotments, if any, and for market stabilization purposes, at a price of $0.30 per Subscription Receipt for additional aggregate gross proceeds of up to $4 million.
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 press release.
Forward-Looking Statements and Information: The forward-looking statements contained in this press release are based on certain key expectations and assumptions made by either Sintana or ColCan, including with respect to the use of proceeds of the Offering and the issuance of Sintana Shares, including those issuable in connection with the Transaction, expectations and assumptions concerning receipt and timing of receipt of required regulatory approvals, including the Exchange, and third party consents and the satisfaction of other conditions to the completion of the Offering and the listing of said securities.
Although Sintana and ColCan believe 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 Sintana and ColCan 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 or shareholder approvals, including the Exchange, or the failure satisfy the conditions to closing the Offering, 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 Sintana'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 Sintana and ColCan undertake 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.
Completion of the Transaction is subject to a number of conditions, including the approval of the Exchange and the receipt of all applicable shareholder approvals. The Transaction cannot close until all required regulatory and shareholder approvals are obtained. There can be no assurance that the Transaction will be completed as proposed or at all. Investors are cautioned that, except as disclosed in any management information circular or filing statement to be prepared in connection with the Transaction, any information released or received with respect to the proposed Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of Sintana should be considered highly speculative. The Exchange has in no way passed upon the merits of the proposed Transaction and has neither approved nor disapproved the contents of this press release.
For further information:
Keith Spickelmier, Executive Chairman, Sintana Energy Inc.
Telephone: (713) 248-5981
E-mail: [email protected]
Ron MacMicken, President & Chief Operating Officer, ColCan Energy Corp.
Telephone: (416) 362-4441
E-mail: [email protected]