3P International Energy Corp.

3P International Energy Corp.

November 25, 2011 08:26 ET

3P International Energy Corp. Announces Closing of Previously Announced Private Placement

TORONTO, ONTARIO--(Marketwire - Nov. 25, 2011) - 3P INTERNATIONAL ENERGY CORP. ("3P" or the "Corporation") (TSX VENTURE:DOH) is pleased to announce that the private placement previously announced by way of press release on October 17, 2011 has been fully subscribed and has closed. The private placement consisted of the sale of 13,659,156 common shares ("Common Shares") at a price of $0.40 per Common Share as well as 4,490,844 subscription receipts (the "Subscription Receipts") at a price of $0.40 per Subscription Receipt, each exercisable into one Common Share, for aggregate gross proceeds to the Company of $7,260,000 (the "Offering").

The gross proceeds of the Subscription Receipts sold ($1,796,337) are being held in escrow by a third party in a segregated account. The gross proceeds of the Subscription Receipts shall only be released to 3P upon exchange of the Subscription Receipts for Common Shares upon satisfaction of the Escrow Release Conditions (as defined below). The Subscription Receipts shall be automatically exchanged for Common Shares for no additional consideration and without any further action of the holder at such time as there are sufficient Common Shares and/or other securities of the Corporation then outstanding such that the exercise of the Subscription Receipts shall not cause the holder thereof to become an insider (within the meaning of securities laws and the policies of the TSX Venture Exchange) of the Corporation (the "Escrow Release Condition") and may not be exchanged prior to the occurrence thereof. In the event that the Subscription Receipts are not exchanged on or before 5:00 p.m. (Toronto time) on March 31, 2012 (the "Release Deadline"), the Subscription Receipts shall be null and void as at the Release Deadline and the holder shall be entitled to receive from the escrow agent the subscription proceeds and accrued interest without deduction.

In connection with the Offering, 3P has paid a finder's fee of approximately $6,000.

The net proceeds of the Offering, plus current cash on hand, will be used to fund JSC Tysagaz's three well development drilling program consisting of two wells at the Rusko-Komarivske Field (the "RK Field") and one well on the Stanovo Field, as well as for 3P's general corporate purposes. Both the RK Field and Stanovo Field have prior gas discoveries and attributed reserves, with the RK Field currently producing gas from two wells, RK No. 2 and RK No. 6. Several hundred thousand dollars of the proceeds from the Offering will be used to work over RK No. 2 and RK No.6 by cleaning out perforations and adding compression. The Company has expectations that the current combined production of 350 mcf/d could double with the planned work over. It is expected that the first well on the RK Field will spud in the first quarter of 2012.

The TSX Venture Exchange has provided its final approval for the Offering. The Common Shares and Subscription Receipts issued pursuant to the Offering, as well as Common Shares issuable upon exchange of the Subscription Receipts, are subject to a hold period expiring four months and one day after the closing date of the Offering.

The securities offered under the Offering will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from registration requirements. This release does not constitute an offer for sale of securities in the United States.

About 3P International Energy Corp.

3P International Energy Corp. is a Canadian-based company focused on the exploration and development of oil and gas reserves in Eastern Europe. In the Transcarpathian basin of Ukraine, 3P is the 100% owner and operator of a 20-year production licence with a gas producing asset, as well as three exploration licences with exploration targets and a further development opportunity on a total of 300 square kilometres. The Corporation's strategy is to use proven technology, capital, and expertise to grow the reserves base and build a portfolio of low cost gas production assets in Eastern Europe to capitalize on high regional gas prices. 3P shares are traded on the TSX Venture Exchange under the stock symbol DOH.

Forward-Looking Information

This press release may contain forward-looking statements based on assumptions, uncertainties and management's best estimates of future events. All statements that address future activities, events or developments that the Company believes, expects or anticipates will or may occur, are forward-looking information. Forward-looking information is based upon assumptions by management that are subject to known and unknown risks and uncertainties beyond the Company's control. In addition, statements relating to "reserves" are deemed to be forward-looking statements as they involve the implied assessment, based on a number of assumptions, estimates and variable factors, that the reserves described exist in the quantities predicted or estimated and can be profitably produced in the future.

Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, there can be no assurance that outcomes anticipated in the forward-looking information will occur and actual results may differ materially. Many factors could cause the Company's actual results to differ materially from those expressed or implied in any forward-looking statements made by it. Accordingly, readers should not place undue reliance on forward-looking information. These forward-looking statements are made as of the date of this press release and the Company undertakes no obligations to update publicly or otherwise revise any forward-looking information, except as may be required by law. For a more detailed discussion of such risks and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements, refer to the Company's filings with the Canadian securities regulators available on www.sedar.com.

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

  • 3P International Energy Corp.
    Mas Kobuchi
    (604) 618-1768