CALGARY, March 24 /CNW/ - Compton Petroleum Corporation ("Compton") (TSX
- CMT, NYSE - CMZ) announced today that it has priced an offering of US$150
million in aggregate principal amount of 7 5/8% Senior Notes due 2013 (the
"Notes") of Compton Petroleum Finance Corporation ("Compton Finance"), its
wholly-owned subsidiary, in a private offering under Rule 144A under the U.S.
Securities Act of 1933, as amended (the "Securities Act") and pursuant to
applicable prospectus exemptions in Canada. The Notes will be issued under an
indenture dated as of November 22, 2005 pursuant to which Compton Finance
previously issued US$300,000,000 of 7 5/8% Senior Notes due 2013 (the
"Original 7 5/8% Notes"). The Notes will bear interest at an annual rate of
7 5/8% and will be guaranteed by Compton and all significant subsidiaries of
Compton, other than Compton Finance.
Compton intends to use the net proceeds from the offering to repay a
portion of its outstanding debt under its senior secured credit facilities.
The offering of the Notes is expected to close on or about April 4, 2006.
The offering of Notes will not be registered under the Securities Act,
and the Notes may not be offered or sold in the United States absent
registration or an applicable exemption from the registration requirements of
the Securities Act. The Notes issued in Canada pursuant to the private
offering will be subject to an indefinite hold period in accordance with
applicable securities laws.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any security and shall not constitute an
offer, solicitation or sale of any securities in any jurisdiction in which
such offering, solicitation or sale would be unlawful.
About Compton Petroleum Corporation and Compton Petroleum Finance
Corporation
Compton is an Alberta-based independent public company actively engaged
in the exploration, development and production of natural gas, natural gas
liquids and crude oil in the Western Canadian Sedimentary Basin. Compton
Finance is a corporation incorporated under the laws of the Province of
Alberta, Canada and a wholly-owned subsidiary of Compton. Compton Finance has
no independent operations and was formed solely for the purpose of issuing the
Original 7 5/8% Notes.
Certain information regarding the Company contained herein constitutes
forward-looking statements under the meaning of applicable securities laws,
including the United States Private Securities Litigation Reform Act of 1995.
Forward-looking statements include estimates, plans, expectations, opinions,
forecasts, projections, guidance, or other statements that are not statements
of fact, including statements regarding (i) use of net proceeds and (ii) other
risks and uncertainties described from time to time in the reports and filings
made by Compton with securities regulatory authorities. Although Compton
believes that the expectations reflected in such forward-looking statements
are reasonable, it can give no assurance that such expectations will prove to
have been correct. There are many factors that could cause forward-looking
statements not to be correct, including risks and uncertainties inherent in
the Company business. These risks include, but are not limited to: crude oil
and natural gas price volatility, exchange rate fluctuations, availability of
services and supplies, operating hazards and mechanical failures,
uncertainties in the estimates of reserves and in projection of future rates
of production and timing of development expenditures, general economic
conditions, and the actions or inactions of third-party operators. Compton
may, as considered necessary in the circumstances, update or revise forward
looking information, whether as a result of new information, future events, or
otherwise. The Company's forward-looking statements are expressly qualified in
their entirety by this cautionary statement.
%SEDAR: 00003803E %CIK: 0001043572
