CALGARY, March 23 /CNW/ - Breaker Energy Ltd. ("Breaker" or "Company")
(TSX-V: WAV.A and WAV.B) is pleased to announce that it has entered into an
agreement for a bought deal private placement of 1,000,000 flow through shares
at an issue price of $6.00 for total gross proceeds of $6,000,000. The shares
will be issued through a syndicate of underwriters, led by Tristone Capital
Inc. and including FirstEnergy Capital Corp., Canaccord Capital Corporation,
Wellington West Capital Markets Inc. and Blackmont Capital Inc. Closing of the
financing is subject to regulatory approval and is expected to occur on or
about April 13, 2006.
The shares issued pursuant to the private placement will be subject to a
four month hold from the date of closing of the private placement. The
transaction is subject to the satisfaction of standard conditions, including
the receipt of all necessary regulatory and stock exchange approvals.
Proceeds from this offering will be used in Breaker's budgeted 2006
exploration program, including an acceleration of the multi-zone, multi-well
light oil drilling program at Girouxville. Breaker has identified a drilling
inventory of over 100 light oil and natural gas locations on the more than
370,000 acres of land it has access to.
Breaker Energy Ltd. is a junior oil and gas company focused on creating
shareholder value by growing per share production and reserves through
acquisitions and a focused exploration, development and exploitation plan.
Breaker Energy trades on the TSX Venture Exchange under the symbols WAV.A
and WAV.B.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities of Breaker within the United
States. The securities of Breaker have not been and will not be registered
under the United States Securities Act of 1933, as amended (the "1933 Act"),
or any state securities laws. Accordingly, the shares may not be offered or
sold in the United States or to U.S. persons (as such terms are defined in
Regulation S under the 1933 Act) unless registered under 1933 Act and
applicable state securities laws or an exemption from such registration is
available.
Forward-looking Statements
This press release contains forward-looking statements including
management's assessment of future plans and operations, expectations of future
production, cash flow and earnings. These statements are based on current
expectations that involve a number of risks and uncertainties, which could
cause actual results to differ materially from those anticipated. These risks
include, but are not limited to: the risks associated with the oil and gas
industry (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), acquisitions, commodity price and
exchange rate fluctuation and uncertainties resulting from competition from
other producers and ability to access sufficient capital from internal and
external sources. Additional information on these and other factors that could
affect Breaker's operations and/or financial results are included in Breaker's
reports on file with Canadian securities regulatory authorities.
This press release contains statements concerning the anticipated closing
date of the offering and the anticipated use of the net proceeds of the
offering. Although Breaker believes that the expectations reflected in these
forward-looking statements are reasonable, undue reliance should not be placed
on them because Breaker 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.
The closing of the offering could be delayed if Breaker is not able to
obtain the necessary regulatory and stock exchange approvals on the timelines
it has planned. The offering will not be completed at all if these approvals
are not obtained or some other condition to the closing is not satisfied.
Accordingly, there is a risk that the offering will not be completed within
the anticipated time or at all.
The intended use of the net proceeds of the offering by Breaker might
change if the board of directors of Breaker, determines that it would be in
the best interests of Breaker to deploy the proceeds for some other purpose.
The forward-looking statements contained in this press release are made
as of the date hereof and Breaker 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.
The TSX Venture Exchange does not accept responsibility for the adequacy
or accuracy of this release.
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