Lochaird Energy Inc. Announces Private Placement Offering
Calgary, Alberta CANADA, February 19, 2009 /FSC/ - Lochaird Energy Inc. (LEN - TSX Venture), has entered into an agreement with Griffiths Energy and Resources Inc. ("Griffiths"), whereby Griffiths together with Euroglobal Capital Partners Inc. ("Euroglobal" and together with Griffiths, the "Agents") are offering to raise, on a best efforts basis, up to $2,500,000 (the "Offering").
The Offering will consist of the issuance of up to 23,000,000 flow-through units (the "FT Units") of the Corporation at a price of $0.10 per FT Unit. Each FT Unit will consist of one common share of the Corporation (a "Common Share") issued on a "flow-through" basis and one-half of one Common Share purchase warrant (the "FT Warrant"). Each whole FT Warrant will entitle the holder to purchase one Common Share on a non-flow-through basis at an exercise price of $0.15 for a period of eighteen months from issuance, subject to adjustments in certain circumstances. The balance of the Offering will consist of the issuance of up to 2,000,000 units (the "Equity Units") of the Corporation at a price of $0.10 per Equity Unit. Each Equity Unit will consist of one Common Share of the Corporation and one-half of one Common Share purchase warrant (the "Equity Warrant"). Each whole Equity Warrant will entitle the holder to purchase a Common Share on a non-flow-through basis at an exercise price of $0.10 for a period of eighteen months from issuance, subject to adjustments in certain circumstances.
The Corporation has agreed to pay to the Agents a cash commission equal to 8% of the gross proceeds raised under the Offering. In addition, the Corporation will grant to the Agents a non-transferable option (the "Agents' FT Option") entitling the Agents to purchase such number of units (the "Agents' FT Units") as is equal to 10% of the aggregate number of FT Units sold under the Offering. Each Agents' FT Unit shall be comprised of one flow-through Common Share and one-half of one FT Warrant. Lochaird will also grant the Agents a non-transferable option (the "Agents' Equity Option") entitling the Agents to purchase such number of units (the "Agents' Equity Units") equal to 10% of the aggregate number of Equity Units sold under the Offering. Each Agents' Equity Unit shall be comprised of one Common Share and one-half of one Equity Warrant. Both the Agents' FT Option and Equity Option shall expire 18 months from the closing date of the Offering and are exercisable at a price of $0.10 per Agents' FT Unit or Agents' Equity Unit, as applicable. Furthermore, the Agents will receive 1,000,000 Common Shares and be reimbursed for their expenses in the amount of $25,000 upon a minimum closing of $1,000,000 under the Offering.
Funds raised from the Offering will be used for exploration on Lochaird's 12 sections of land in two core areas in Manitoba. In the Tilston area, Lochaird intends to drill a second exploratory well to test a new zone and confirm the size of the Bakken and Mission Canyon zones identified in the first well. The second area at Waskada will have 3D seismic shot targeting Bakken and Mission Canyon zones as part of a previously announced farm-in agreement. Wells on these lands have previously produced 40 MSTB of oil from the Mission Canyon and the seismic will identify the optimum location for horizontal wells to exploit this proven zone and the Bakken zone.
The Offering is subject to the approval of the TSX Venture Exchange.
The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.
For further information please contact:
Grant S. Blakely
President and Chief Executive Officer
Lochaird Energy Inc.
Phone (403) 514-0955
Fax (403) 514-0956
Email: blakelyg@telusplanet.net
ADVISORY:
This news release contains forward-looking statements or forward-looking information, including the Corporation's expectations with respect to the Offering, and management's assessment of future plans and operations of the Corporation. These forward-looking statements are based on certain assumptions and analysis made by the Corporation in light of current conditions and expected future developments, as well as other factors it believes appropriate in the circumstances. Actual results may vary from the forward-looking information provided herein. The forward-looking information provided herein is subject to a variety of risks and uncertainties beyond the Corporation's ability to control or predict, including risks associated with oil and gas exploration, production, marketing and transportation such as loss of market, volatility of prices, currency fluctuations, imprecision of reserve estimates, environmental risks, competition from other producers and ability to access sufficient capital from internal and external sources. Should one or more of these risks and uncertainties materialize, or should the underlying assumptions of the Corporation prove incorrect or different, actual results may vary materially from those described in the forward-looking information. All forward looking statements speak only as of the date of this news release. The Corporation does not undertake any obligation to publicly update or revise any forward-looking information unless required under applicable securities laws. Accordingly, readers should not place undue reliance on forward-looking information provided herein.
Source: Lochaird Energy Inc. (LEN - TSX-V)
Maximum News Dissemination by Filing Services Canada Inc. *
www.usetdas.com