CALGARY, ALBERTA--(Marketwire - Nov. 1, 2012) -
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Canoel International Energy Ltd. ("Canoel" or the "Company") (TSX VENTURE:CIL) announces that it intends to raise funds of up to an aggregate of $1,200,000 through a non-brokered private placement of units ("Units") at a price of $0.06 per Unit with each Unit comprised of one common share in the capital of Canoel (a "Common Share") and one Common Share purchase warrant (a "Warrant"), each Warrant will entitle the holder thereof to purchase, subject to adjustment, one additional Common Share (the "Warrant Share") at an exercise price of $0.10 per Warrant Share at any time on or before the date that is 24 months from the date of issuance of the Warrant. A finder's fee of up to 8% of the gross proceeds of the private placement may be paid by Canoel.
It is anticipated that insiders of the Company may subscribe for greater than 25% of the private placement. The issuance of Units to insiders pursuant to the private placement is considered to be a related party transaction subject to TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101. Canoel intends to rely on exemptions from the formal valuation and minority shareholder approval requirements provided under sections 5.5(a) and 5.7(a) of Multilateral Instrument 61-101 on the basis that participation in the private placement by insiders will not exceed 25% of the fair market value of the Company's market capitalization.
The proceeds from this proposed offering to be used to finance the Company's proposed workover operations and to augment its unallocated working capital. This transaction is subject to the submission of final documentation and final approval of the TSX Venture Exchange.
This news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "objective", "ongoing", "may", "will", "project", "should", "believe", "plans", "intends" and similar expressions are intended to identify forward-looking information or statements. More particularly and without limitation, this news release contains forward looking statements and information concerning the proposed private placement. The forward-looking statements and information are based on certain key expectations and assumptions made by Canoel, including the ability to obtain the required Exchange approval. Although Canoel believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward looking statements and information because Canoel can give no assurance that they will prove to be correct. By its nature, such forward-looking information is subject to various risks and uncertainties, which could cause the actual results and expectations to differ materially from the anticipated results or expectations expressed. These risks and uncertainties, include, but are not limited to, Canoel being unable to obtain the required Exchange approvals. Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date hereof, and to not use such forward-looking information for anything other than its intended purpose. Canoel undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.
Neither 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.