COLONIA ENERGY CORP.
TSX VENTURE : CLA

COLONIA ENERGY CORP.

December 16, 2009 16:30 ET

Colonia Energy Corp. Announces Mailing of Special Meeting Materials Regarding Proposed Name Change and Share Consolidation

CALGARY, ALBERTA--(Marketwire - Dec. 16, 2009) -

NOT FOR DISSEMINATION OR DISTRIBUTION IN THE UNITED STATES OR TO UNITED STATES NEWS WIRE SERVICES.

Colonia Energy Corp. ("Colonia" or the "Company") (TSX VENTURE:CLA) announces that it has mailed to its shareholders a notice of meeting, management information circular and related instrument of proxy respecting the Company's upcoming special meeting of shareholders to be held at the offices of Osler, Hoskin & Harcourt LLP, Suite 2500, 450 - 1st Street S.W., Calgary, Alberta T2P 5H1 on Tuesday, January 12, 2010 at 10:00 a.m. (Calgary time).

At the meeting, shareholders will be asked to consider, and if thought fit, to pass, special resolutions to:

  • change the name of the Company to "Renegade Petroleum Ltd." or such other name as is authorized by the board of directors; and

  • consolidate all of the issued and outstanding common shares of the Company on the basis of one (1) post-consolidation common share for every ten (10) pre-consolidation common shares.

Management has proposed the name change in order to reflect the change in management of Colonia that resulted from the appointment of the new management team and board of directors in connection with the recently completed reorganization of the Company. Management has proposed the share consolidation in order to reduce the number of common shares outstanding to a level more in keeping with its industry peers.

Colonia currently has 109,234,928 common shares outstanding. However, Colonia anticipates issuing approximately 215,415,875 additional common shares in connection with the previously announced: (a) rights offering of Colonia (assuming all rights are exercised pursuant thereto); (b) acquisition by Colonia of the outstanding shares of Duce Oil Ltd. ("Duce") and the working interests of Duce's minority working interest partners (which working interests purchase price now includes, subject to exchange approval, $300,000 payable through the issuance of 1,500,000 common shares of Colonia); and (c) bought deal private placement financing of 175,000,000 Colonia subscription receipts and non-brokered private placement financing of 10,000,000 Duce subscription receipts. Accordingly, after the issuance of the additional common shares described above and after giving effect to the proposed share consolidation, Colonia will have approximately 32,465,080 issued and outstanding common shares.

The proposed name change and share consolidation have been unanimously recommended by the board of directors of Colonia and are subject to receipt of all required regulatory approvals, including acceptance by the TSX Venture Exchange and approval by 66 2/3% of the votes cast by the shareholders at the special meeting.

Shareholders are encouraged to read the meeting materials that have been mailed to them to assist them in making an informed decision regarding these matters.

Note Regarding Forward Looking Statements

This press release contains forward-looking statements. More particularly, this press release contains statements concerning the anticipated number of issued and outstanding common shares of the Company.

Although Colonia believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because Colonia can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, risks that required regulatory, third party and shareholder approvals and consents are not obtained or not obtained on terms satisfactory to the parties and that conditions required to close the transactions described herein will not be satisfied on terms satisfactory to the parties thereto.

The forward-looking statements contained in this press release are made as of the date hereof and Colonia undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

Neither 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

  • Colonia Energy Corp.
    Michael Erickson
    President & CEO
    (403) 355-8922
    or
    Colonia Energy Corp.
    Alex Wylie
    Vice-President, Finance & CFO
    (403) 410-3376
    or
    Colonia Energy Corp.
    Suite 725, 435 - 4th Avenue S.W.
    Calgary, AB T2P 3A8