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Press release from Marketwire

Cancen Announces Planned Closing of Second Tranche of Private Placement Offering of 10% Convertible Debentures

Monday, January 14, 2013

Cancen Announces Planned Closing of Second Tranche of Private Placement Offering of 10% Convertible Debentures15:15 EST Monday, January 14, 2013CALGARY, ALBERTA--(Marketwire - Jan. 14, 2013) -NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.Cancen Oil Canada Inc. (the "Corporation") (TSX VENTURE:COI) is pleased to announce that further to its press release on December 28, 2012, the Corporation intends to close a second tranche of its brokered private placement offering for up to $5.0 million of 10% convertible unsecured, subordinated, debentures ("Debentures") of the Corporation (the "Private Placement") on January 31, 2013. Additionally, PI Financial Corp. has been added as a co-agent of the financing. The Corporation issued $0.7 million of Debentures on the first closing on December 28, 2012.The Debentures will have a face value of $1,000 per Debenture, a maturity date of January 31, 2017 (the "Maturity Date"), and will be convertible into Common Shares at the option of the holder at a conversion price, subject to certain adjustments, of $0.70 per Common Share (the "Conversion Price"), being a conversion rate of 1,428.57 Common Shares for each $1,000 principle amount of Debentures. The Debentures will accrue interest at a rate of 10% per annum payable semi-annually in arrears on January 31, and July 31 of each year commencing July 31, 2013. The July 31, 2013 interest payment will represent accrued interest for the period from the closing date. The Debentures will not redeemable before January 31, 2016. On or after January 31, 2016 and prior to the Maturity Date, the Corporation may, at its option, subject to providing not more than 60 and not less than 30 days prior notice, redeem the Debentures, in whole or, from time to time, in part, at par plus accrued and unpaid interest provided that the volume weighted average trading price of the Common Shares on the TSX Venture Exchange ("TSX Venture") during the 20 consecutive trading days ending five trading days preceding the date on which the notice of redemption is given is not less than 125% of the Conversion Price. The Debentures are direct, unsecured obligations of the Corporation, subordinated to other indebtedness of the Corporation for borrowed money and ranking equally with all other unsecured subordinated indebtedness. Subject to specified conditions, the Corporation has the right to repay the outstanding principal amount of the Debentures, on maturity or redemption, through the issuance of Common Shares. The Corporation also has the option to satisfy its obligation to pay interest through the issuance and sale of additional Common Shares. The net proceeds from the Private Placement will be used for working capital, to fund the optimization and maximization of fluid handling capacity at each of the Corporation's facilities, and for general corporate purposes.About Cancen Cancen is an energy services company that focuses on providing specialized services to upstream oil and natural gas companies operating in the Western Canadian Sedimentary Basin. The services provided by Cancen assist these companies with the treatment and sale of crude oil and the handling of by-products associated with oil and natural gas development and production. The services provided by Cancen include crude oil emulsion treatment, oilfield waste processing, and disposal of produced and waste water. Reader Advisory This press release contains forward-looking statements and information that are based on the beliefs of management and reflect the Corporation's current expectations. When used in this press release, the words "estimate", "project", "belief", "anticipate", "intend", "expect", "plan", "predict", "may" or "should" and the negative of these words or such variations thereon or comparable terminology are intended to identify forward-looking statements and information. The forward-looking statements and information in this press release include information relating to the anticipated closing of the second tranche of the Private Placement and the securities issued pursuant to the Private Placement. Such statements and information reflect the current view of the Corporation with respect to risks and uncertainties that may cause actual results to differ materially from those contemplated in those forward-looking statements and information. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are made based on management's beliefs, estimates and opinions on the date that statements are made and the Corporation undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change. Investors are cautioned against attributing undue certainty to forward-looking statements. The Corporation cautions that the foregoing list of material factors is not exhaustive. When relying on Cancen's forward-looking statements and information to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. The Corporation has also assumed that material factors will not cause any forward-looking statements and information to differ materially from actual results or events. However, the list of these factors is not exhaustive and is subject to change and there can be no assurance that such assumptions will reflect the actual outcome of such items or factors.FOR FURTHER INFORMATION PLEASE CONTACT: Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. Contact Information: Cancen Oil Canada Inc.Brian PetersenChief Executive Officer(403) 262-2783 ext 105bpetersen@cancenoilcanada.comwww.cancenoilcanada.comBuchalter ConsultingStan BuchalterInvestor Relations(866)