(TSXV Symbol: FO)
VANCOUVER, July 25 /CNW/ - Falcon Oil & Gas Ltd. (TSXV: FO) announced
today that in an effort to ensure its ongoing compliance with its regulatory
obligations, Falcon would like to announce the following:
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- The Scotia Group, Inc. (the "Scotia Group") has been engaged by
Falcon to complete a National Instrument 51-101 ("NI 51-101")
compliant resource evaluation report in respect of the Mako Trough,
Pannonian Basin, Hungary (the "Resource Report") to include all
available data from the Mako-6 well which has been cased to total
depth. The Resource Report will supercede and replace the audit
opinion letter prepared by the Scotia Group (the "Scotia Audit")
referred to in the press release dated June 17, 2006 (the "June 17
Press Release"), which Scotia Audit was filed in a format which is
not fully in accordance with NI 51-101. As a result of the foregoing
as well as the additional information and updated estimate of
resources to be provided in the Resource Report, Falcon is retracting
the June 17 Press Release.
- Further to Falcon's press release dated February 6, 2006 announcing
Falcon's entering of a non-binding letter of intent in connection
with Macquarie Bank Limited ("Macquarie") providing Falcon with a
US$250,000,000 credit facility and pursuant to several extension
letters, Falcon and Macquarie have agreed to extend the due diligence
period and the negotiation period from March 17, 2006 to
September 30, 2006, which extension included the payment of a work
fee by Falcon to Macquarie in the amount of US$150,000.
- Brisco Capital Partners Corp. ("Brisco"), an independent investor
relations consulting firm based in Calgary, Alberta, has been
providing investor relations services to Falcon for the Canadian
market, including initiating and maintaining contact with the
financial community, shareholders, investors and other stakeholders
for the purpose of increasing awareness of Falcon and its activities,
disseminating Falcon furnished information to such persons and
groups, and organizing investment community meetings for Falcon over
the course of the past nine months. To Falcon's knowledge, the
principals of Brisco are Greame Dick and Scott Koyich. The investor
relations services agreement entered into on October 20, 2005 (the
"Brisco IR Agreement") with Brisco has an initial term of one year
and contains an early termination provision. Pursuant to the Brisco
IR Agreement, Brisco receives a fee of $5,000 per presentation in
Canada arranged by Brisco and attended by Falcon's President and
Chief Executive Officer, which amount could increase to a monthly
retainer of $6,000 per month upon Falcon achieving certain drilling
objectives. Brisco has also previously been granted 100,000 stock
options as well as a conditional grant of 125,000 stock options,
which options will be granted upon Falcon achieving certain drilling
objectives. The stock options vest in stages over twelve months as to
25 percent at the end of each three-month period and expire at the
earlier of thirty days following termination of the Brisco IR
Agreement or five years from the date of grant. At the time of
entering into the Brisco IR Agreement, it was Falcon's understanding
that Brisco did not hold any Falcon common shares.
- 4-C Burvale Limited ("4C"), an independent investor relations
consulting firm based in London, England, has been providing investor
relations services to Falcon for the U.K. and European markets,
including disseminating Falcon furnished information to the financial
and trade media, investment community, and bank and statistical
organizations over the course of the past seven months. Falcon's
principal contact at 4C is Ms. Carina Corbett, one of the founders of
4C. The investor relations services agreement entered into with 4C
dated January 12, 2006 (the "4C IR Agreement") had an initial term of
six months and has since been continuing on a month to month basis
until terminated. Pursuant to the 4C IR Agreement with 4C, 4C
receives a fee of (pnds stlg)3,000 per month and reimbursement of all
expenses for which Falcon receives an invoice. Additionally, 4C has
previously been granted 390,000 stock options subject to the
completion of certain regulatory filings. At the time of entering
into the 4C IR Agreement, it was Falcon's understanding that 4C did
not hold any Falcon common shares.
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In addition, Falcon would also like to announce that in an effort to
solidify the permanence of its technical support team, Falcon has officially
appointed Dr. James Edwards as Falcon's Chief Operating Officer from his
previous position, held since April 1, 2005, as general manager of Falcon's
Hungarian operations. Dr. Edwards has been actively involved in international
oil and gas exploration and exploitation for more than 27 years. Dr. Edwards
previously worked as chief geologist for Triton Energy Corp. (TSXV: TEZ).
Since June 1991, he has been the president of Equinox Energy Corp., an oil and
gas consulting company located in Dallas, Texas. Dr. Edwards holds advanced
degrees in geology, including a Master of Science from the University of
Georgia and a Ph.D. from Rice University.
About Falcon Oil & Gas Ltd.
Falcon Oil & Gas Ltd. is a British Columbia corporation which is in the
business of oil and gas exploration and production. It has operations in
Hungary through its wholly-owned subsidiary TXM Oil and Gas Exploration, and
in Romania through its wholly-owned subsidiary JVX Energy Corporation.
Further information about Falcon is available at www.falconoilandgas.com.
In the interests of providing Company shareholders and potential
investors with information regarding the Company, including the Company's
assessment of its and its subsidiaries' future plans and operations, certain
statements included in this press release may constitute forward-looking
information or forward-looking statements (collectively, "forward-looking
statements"). All statements contained herein that are not clearly historical
in nature are forward-looking, and the words "anticipate", "believe",
"expect", "estimate" and similar expressions are generally intended to
identify forward-looking statements. Similarly, forward-looking statements in
this press release include, but are not limited to anticipated developments of
the Company's drilling project in Hungary and the timing thereof, the
Company's drilling project in Romania and the timing thereof, capital
investment levels and the allocation thereof, pipeline capacity, government
royalty rates, reserve and resources estimates, the level of expenditures for
compliance with environmental regulations, site restoration costs including
abandonment and reclamation costs, exploration plans, acquisition and
disposition plans including farmout plans, net cash flows, geographic
expansion and plans for seismic surveys. In addition, please note that
statements relating to "reserves" or "resources" are deemed to be
forward-looking statements, as they involve the implied assessment, based on
certain estimates and assumptions, that the reserves and resources described
can be profitably produced in the future. Such statements represent the
Company's internal projections, estimates or beliefs concerning, among other
things, an outlook on the estimated amounts and timing of capital
expenditures, anticipated future debt levels and incentive fees or revenues or
other expectations, beliefs, plans, objectives, assumptions, intentions or
statements about future events or performance. These statements are only
predictions. Actual events or results may differ materially. Although the
Company believes that the expectations reflected in the forward-looking
statements are reasonable, it cannot guarantee future results, levels of
activity, performance or achievement since such expectations are inherently
subject to significant business, economic, competitive, political and social
uncertainties and contingencies. Many factors could cause the Company's actual
results to differ materially from those expressed or implied in any
forward-looking statements made by, or on behalf of, the Company and the
foregoing list of important factors is not exhaustive. These forward-looking
statements are made as of the date hereof disclaims any intent or obligation
to update publicly any forward-looking statements, whether as a result of new
information, future events or results or otherwise. Company shareholders and
potential investors should carefully consider the information contained in the
Company's filings with Canadian securities administrators at www.sedar.com
before making investment decisions with regard to the Company.
The TSX Venture Exchange does not accept responsibility for the adequacy
or accuracy of this release.
