Americas Petrogas Inc.
TSX VENTURE : BOE

Americas Petrogas Inc.

November 24, 2009 09:25 ET

Americas Petrogas Announces Private Placement

CALGARY, ALBERTA--(Marketwire - Nov. 24, 2009) - Americas Petrogas Inc. ("Americas" or the "Company") (TSX VENTURE:BOE) is pleased to announce that it intends to complete a non-brokered private placement of up to 11,111,112 common shares of the Company (the "Common Shares") at a price of $0.45 per Common Share for aggregate gross proceeds of up to $5,000,000 (the "Offering"). The Offering is subject to all necessary regulatory approvals, including the conditional approval of the TSX Venture Exchange (the "Exchange"). The securities issued pursuant to the Offering shall be subject to a four month hold period under applicable securities laws.

The first closing of the Offering is expected to occur on or about November 30, 2009. The Company may pay commissions or finder's fees in connection with the Offering in accordance with the policies of the Exchange. 

It is anticipated that certain directors, officers and other insiders of Americas may subscribe to the Offering. Pursuant to the policies of the Exchange and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"), the Offering may be classified as a "related party transaction." Americas anticipates that it will be able to rely upon exemptions from the related party requirements of MI 61-101. The Board of Directors and management of the Company may purchase up to 10% of the Offering. 

The proceeds from the Offering will be used to satisfy the costs of the installation and commissioning of the production facilities at the Company's Medanito Sur block, to continue exploration work on the Company's potash project and for general working capital purposes. 

Certain statements in this Press Release constitute forward-looking statements under applicable securities legislation. Such forward-looking statements involve risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. This forward-looking information is subject to known and unknown risks and uncertainties and other factors, which may cause actual results, levels and timing of activity and achievements to differ materially from those expressed or implied by such information.

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 THE RELEASE.

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