Invicta Oil & Gas Ltd.
TSX VENTURE : IGG

Invicta Oil & Gas Ltd.

October 01, 2007 17:49 ET

Invicta Oil & Gas Ltd.: Financing Syndicate Selected for Up to $40 Million Private Placement Financing

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Oct. 1, 2007) -

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES

Invicta Oil & Gas Ltd. (the" Company") (TSX VENTURE:IGG) announced that it has appointed Westwind Partners Inc. as lead agent of a syndicate that includes Orion Securities Inc., Dundee Securities Corporation and Research Capital Corporation to act as the Company's agents in connection with a private placement of common shares on a best efforts basis. The Company intends to raise approximately $40 million through the issuance of common shares at an issue price to be determined in the context of the market. The agents will have the option to sell up to an additional $20 million of common shares, which option shall be exercisable up to 2 days prior to closing. The common shares will be subject to a four month hold period under applicable securities laws. Closing is anticipated for October 31, 2007.

A portion of the proceeds from the private placement will be used to finance the closing of the previously announced transactions with Cheetah Oil & Gas Ltd., its wholly owned subsidiary ("Cheetah BC") and Kepis & Pobe Investments Inc. under which the Company intends to acquire 90% of the shares of Cheetah BC. Cheetah BC indirectly holds interests in approximately 8.4 million acres of land prospective for oil and natural gas in Papua New Guinea (the "PNG Lands"). The balance of the proceeds will be used to finance exploration on the PNG Lands and for working capital.

Completion of the financing and other transactions is subject to a number of conditions, including but not limited to, Exchange acceptance. There can be no assurance that the transactions will be completed as proposed or at all.

This news release may contain forward-looking statements based on assumptions and judgments of management of Invicta regarding future events or results. Such statements are subject to a variety of risks and uncertainties which could cause actual events or results to differ materially from those reflected in the forward-looking statements. Invicta disclaims any intention or obligation to revise or update such statements except as may be required by law.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States or to U.S. persons absent registration or an exemption from registration.

Shares Outstanding: 50,042,017

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this news release.

Contact Information

  • Invicta Oil & Gas Ltd.
    Paul Larkin
    President
    (604) 687-7767
    (604) 688-9895 (FAX)
    or
    Invicta Oil & Gas Ltd.
    Arlen Hansen
    Investor Relations
    1-866-568-9528
    Email: info@newdawngroup.com