Press release from Marketwire
Storm Resources Ltd. Announces Successful Deposit Into Escrow of the Funds From Previously Announced Financing
Monday, February 27, 2012
CALGARY, ALBERTA--(Marketwire - Feb. 27, 2012) - STORM RESOURCES LTD. ("Storm") (TSX VENTURE:SRX) is pleased to announce that it has successfully deposited into escrow $23,616,400 from the previously announced offering of common shares ("Common Shares") in the capital of Storm (the "Offering"). The Offering included a brokered private placement of 2,353,000 Common Shares (the "Brokered Private Placement") and a non-brokered private placement of 4,593,000 Common Shares (the "Non-Brokered Private Placement").
Pursuant to the Brokered Private Placement with a syndicate of agents including Peters & Co. Limited, FirstEnergy Capital Corp., National Bank Financial Inc. and Macquarie Capital Markets Canada Ltd. (collectively, the "Agents"), Storm agreed to issue, subject to the satisfaction of the Escrow Release Condition (as defined below), 2,353,000 Common Shares, at a price of $3.40 per Common Share, for aggregate gross proceeds of $8,000,200.
Pursuant to the Non-Brokered Private Placement, Storm agreed to issue 4,593,000 Common Shares, subject to the satisfaction of the Escrow Release Condition, at a price of $3.40 per Common Share, for aggregate gross proceeds of $15,616,200, of which 2,468,000 Common Shares are to be issued, subject to the satisfaction of the Escrow Release Condition, to certain officers, directors and employees of Storm.
The aggregate gross proceeds from the Offering of $23,616,400 were deposited into escrow with an escrow agent pending confirmation that all conditions to be satisfied prior to the completion of the previously announced acquisition of Bellamont Exploration Ltd. (the "Bellamont Acquisition") have been satisfied, other than the payment of the consideration to be paid pursuant to the Bellamont Acquisition for which a portion of the funds of the Offering are required (the "Escrow Release Condition"). The Escrow Release Condition is expected to occur on or about March 23, 2012, at which time the Common Shares issuable pursuant to the Offering will be issued.
If the Escrow Release Condition is not satisfied at or prior to the time agreed to by Storm and the Agents, the Bellamont Acquisition is terminated at any earlier time, or Storm shall have provided notice to the Agents and the escrow agent or otherwise publically announced that it does not intend to proceed with the Bellamont Acquisition, each subscriber will receive from the escrowed funds being held by the escrow agent, the full purchase price of the Common Shares purchased by the subscriber, together with the subscriber's pro rata portion of interest earned thereon between the date the funds were deposited into escrow and the date such funds are released by the escrow agent to the subscriber.
The Offering remains subject to final acceptance by the TSX Venture Exchange.
Storm Resources Ltd. began operations in August 2010. Storm is headquartered in Calgary, Alberta and is active in the Horn River Basin and Umbach areas of north eastern British Columbia, and at Red Earth in north central Alberta.
This press release contains certain forward-looking statements under applicable securities laws relating to future events or future performance. Forward-looking statements are necessarily based upon assumptions and judgements with respect to the future including, but not limited to, the outlook for commodity markets and capital markets, general economic and business conditions, weather, the regulatory and legal environment and other risks associated with oil and gas operations. In some cases, forward-looking statements can be identified by terminology such as "may", "will", "should", "expect", "projects", "plans", "anticipates", "expect", "agreed to" and similar expressions. Undue reliance should not be placed on these forward-looking statements which are based upon management's assumptions and are subject to known and unknown risks and uncertainties, including the business risks discussed below, which may cause actual results or events to differ materially from those expressed or implied by such forward-looking statements. Accordingly, readers are cautioned that events or circumstances could cause results to differ materially from those predicted.
In the interest of providing Storm shareholders and potential investors with information regarding Storm, including management's assessment of Storm's future plans and operation, certain statements throughout this press release constitute forward-looking statements. Storm believes the expectations reflected in those forward-looking statements are reasonable but no assurance can be given that these expectations will prove to be correct and such forward-looking statements contained throughout this press release should not be unduly relied upon. These statements speak only as of the date specified in the statements.
In particular, this press release may contain forward-looking statements pertaining to the following:
- the Offering;
- the expected timing of completion of the Bellamont Acquisition and the issuance of the Common Shares;
- terms of the escrow agreement;
- the Bellamont Acquisition; and
- the treatment under governmental regulatory regimes.
The material assumptions in making these forward-looking statements include certain assumptions disclosed in the Company's most recent management's discussion and analysis included in the material available on this press release. In addition, the material assumptions in making these forward-looking statements include certain assumptions with respect to the Bellamont Acquisition, including the receipt of required securityholder, regulatory and court approvals in respect of the Bellamont Acquisition.
The Company's actual results could differ materially from those anticipated in the forward-looking statements contained throughout this press release as a result of the material risk factors set forth below, and elsewhere in this press release:
- Storm may not realize the anticipated benefits of the Bellamont Acquisition;
- failure to receive regulatory and securityholder approvals or to otherwise satisfy conditions precedent to the completion of the Bellamont Acquisition;
- volatility in market prices for oil and natural gas;
- liabilities inherent in oil and natural gas operations;
- uncertainties associated with estimating oil and natural gas reserves;
- competition for, among other things, capital, acquisitions of reserves, undeveloped lands and skilled personnel;
- incorrect assessments of the value of acquisitions and exploration and development programs;
- geological, technical, drilling and processing problems;
- fluctuations in foreign exchange or interest rates and stock market volatility;
- failure to realize the anticipated benefits of acquisitions;
- general business and market conditions; and
- changes in income tax laws or changes in tax laws and incentive programs relating to the oil and gas industry.
These factors should not be construed as exhaustive. Unless required by law, Storm does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
FOR FURTHER INFORMATION PLEASE CONTACT:
Brian Lavergne Storm Resources Ltd. President and Chief Executive Officer (403) 817-6145
Donald McLean Storm Resources Ltd. Chief Financial Officer (403) 817-6145
Carol Knudsen Storm Resources Ltd. Manager, Corporate Affairs (403) 817-6145 www.stormresourcesltd.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as the term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.