Eagle Rock Exploration Ltd.
TSX VENTURE : ERX

Eagle Rock Exploration Ltd.

October 21, 2009 20:59 ET

Eagle Rock Exploration Announces Rights Offering

CALGARY, ALBERTA--(Marketwire - Oct. 21, 2009) -

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

Eagle Rock Exploration Ltd. ("Eagle Rock" or the "Corporation") (TSX VENTURE:ERX) announced today that it is proceeding with its previously announced rights offering to shareholders of Eagle Rock (the "Rights Offering"). Pursuant to the Rights Offering, each holder of common shares (the "Common Shares") will receive one right (a "Right") for each Common Share held. For every four Rights held a holder thereof will be entitled to purchase one Common Share at a price of $0.045. Details of the Rights Offering are described in the Rights Offering Circular to be mailed to shareholders in connection with the Rights Offering (the "Rights Offering Circular"). Pursuant to the Rights Offering, a maximum of approximately 13,635,798 Common Shares may be issued which represents approximately 3.6% of the currently issued and outstanding Common Shares. Subscribers pursuant to Eagle Rock's unit and common share private placements, which closed on October 6, 2009, October 9, 2009 and October 10, 2009 (the "Private Placements") have agreed not to exercise, sell, trade or otherwise convey any interest in any of the Rights issued to them in relation to the securities purchased pursuant to the Private Placements. Further, subscribers under the recently announced short form prospectus offering (the "Prospectus Offering") of Eagle Rock will not be entitled to rights under the Rights Offering, as closing of the Prospectus Offering is expected to occur on or about November 6, 2009 and, in any event, will occur following the record date for the Rights Offering.

The record date for the Rights Offering has been set at the close of business on November 2, 2009. The Rights will expire at 4:00 p.m. (Calgary time) on November 30, 2009. Eagle Rock has received conditional approval for listing of the Rights and the Common Shares to be issued upon exercise of the Rights on the TSX Venture Exchange (the "TSXV"). Completion of the Rights Offering is subject to receiving all necessary regulatory and TSXV approvals. For full details of the Rights Offering please see the Rights Offering Circular which is available on SEDAR at www.sedar.com.

It all of the Rights are exercised, Eagle Rock will receive gross proceeds of $613,610 and net proceeds of approximately $563,610 after deducting expenses of the Rights Offering estimated at $50,000. The completion of the Rights Offering is not conditional upon Eagle Rock receiving any minimum amount of subscriptions from shareholders. The proceeds of the Rights Offering will be used by the Corporation to fund general working capital and capital expenditures of the Corporation as well as to fund the expenses incurred by the Corporation in connection with its recent reorganization and the Private Placements.

Note Regarding Forward Looking Statements

This document contains forward-looking statements. More particularly, this document contains statements concerning the proceeds to be realized from the Rights Offering and the use of proceeds therefrom.

Although Eagle Rock 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 Eagle Rock 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 and third party approvals and consents are not obtained on terms satisfactory to the parties or the board of directors of Eagle Rock determines that it would be in the best interests of Eagle Rock to deploy the proceeds for some other purpose.

The forward-looking statements contained in this press release are made as of the date hereof and Eagle Rock 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 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

  • Eagle Rock Exploration Ltd.
    Neil Roszell
    President & CEO
    or
    Eagle Rock Exploration Ltd.
    Jerry Sapieha
    Vice President, Finance & CFO
    or
    Eagle Rock Exploration Ltd.
    Suite 710, 400 - 5th Avenue S.W.
    Calgary, AB T2P 0L6
    (403) 213-4501 (FAX)