Sea Dragon Energy Inc.
TSX VENTURE : SDX

Sea Dragon Energy Inc.

April 14, 2010 09:00 ET

Sea Dragon Energy Inc. Files Final Short Form Prospectuses

CALGARY, ALBERTA--(Marketwire - April 14, 2010) - 

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

Sea Dragon Energy Inc. ("Sea Dragon" or the "Company") (TSX VENTURE:SDX) is pleased to announce that, in connection with its previously announced offering of 142,500,000 common shares on a bought deal basis (the "Offering"), the Company has filed a final short form prospectus dated April 12, 2010 with the securities commissions in each of the provinces of Canada, excluding Quebec. The syndicate of underwriters in respect of the Offering is co-led by GMP Securities L.P. and Thomas Weisel Partners Canada Inc. and includes Genuity Capital Markets, FirstEnergy Capital Corp. and Maison Placements Canada Inc. (collectively, the "Underwriters"). Pursuant to the Offering, the Company has agreed to sell and the Underwriters have agreed to purchase an aggregate of 142,500,000 common shares ("Common Shares") at a price of $0.40 per common share for gross proceeds to Sea Dragon of approximately $57 million.

The Company is also pleased to announce that it has filed a final short form prospectus dated April 12, 2010 (the "Final Prospectus") with the securities commissions in the provinces of British Columbia, Alberta and Ontario, with respect to the qualification of the distribution of 23,866,500 Common Shares issuable pursuant to the exercise of 22,730,000 special warrants of the Company (the "Special Warrants"). The Special Warrants were previously issued on January 25, 2010 pursuant to a private placement of the Company. Each Special Warrant entitles the holder thereof to receive, subject to adjustment in certain circumstances, one and five one-hundredths (1.05) Common Shares on the exercise of each Special Warrant. All Special Warrants will be deemed to be exercised in accordance with the terms of the special warrant indenture governing the terms of the Special Warrants, for no additional consideration and without any further action on the part of the holder, on April 16, 2010, being the date that is the third business day following the date on which a receipt for the Final Prospectus was issued.

The Company has filed an amended business acquisition report dated April 12, 2010 (the "Amended Gemsa BAR") in respect of the acquisition by the Company of all of the issued and outstanding shares of Premier Oil Egypt (NW Gemsa) B.V. (the "NW Gemsa Acquisition) which holds a ten (10%) percent participating interest in the North West Gemsa Concession, Eastern Desert, Egypt (the "NW Gemsa Concession"). The Amended Gemsa BAR supersedes the previous business acquisition reports filed by the Company on March 15, 2010 and April 1, 2010 in respect of the NW Gemsa Acquisition. The Amended Gemsa BAR reflects certain changes made to the accompanying Independent Auditor's Report for the Statement of Operations for the year-ended December 31, 2008 and to the Notes to the Statement of Operations. The Auditor's Report was amended to state that the audit was performed in accordance with Canadian Accepted Auditing Standards and the Notes to the Statement of Operations were amended to state that there were no reconciling items between the Statement as prepared in accordance with International Financial Reporting Standards if it had been prepared in accordance with Canadian Generally Accepted Accounting Principles.

The Company has filed an amended business acquisition report dated April 12, 2010 (the "Amended Kom Ombo BAR") in respect of the acquisition by the Company of a fifty (50%) participating interest (the "Kom Ombo Acquisition") in the Kom Ombo (Block-2) Concession in Egypt (the "Kom Ombo Concession"). The Amended Kom Ombo BAR supersedes the previous business acquisition report filed by the Company on April 1, 2010 in respect of the Kom Ombo Acquisition. The Amended Kom Ombo BAR includes an expanded description of future exploration and development plans for the Kom Ombo Concession and clarification of the description of the consideration paid for the Kom Ombo Acquisition.

The Company has filed amended management's discussion and analysis of the financial condition and results of operations of the Company for the three and nine month periods ended September 30, 2009 (the "Amended MD&A"). The Amended MD&A supersedes the previously amended management's discussion and analysis for the three and nine month periods ended September 30, 2009 filed by the Company on March 24, 2010. The Amended MD&A includes an expanded discussion of the events of the Company subsequent to September 30, 2009 and an amendment of management's discussion of certain financial information contained in the interim unaudited financial statements dated September 30, 2009 and filed on March 24, 2010. 

Sea Dragon is an international exploration and development company with a focus on North Africa and Sub-Saharan Africa and an office in Cairo Egypt.

The securities offered have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration, or applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

For further information please see the website of the Company at www.seadragonenergy.com or the Company's filed documents at 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 THE RELEASE.

Contact Information

  • Sea Dragon Energy Inc.
    Said Arrata
    President, CEO and Director
    (403) 457-5035
    or
    Sea Dragon Energy Inc.
    David Thompson
    Senior Vice President and Director
    (403) 457-5035
    www.seadragonenergy.com
    or
    Brisco Capital Partners
    Scott Koyich
    President
    (403) 262-9888
    skoyich@briscocapital.com
    or
    Brisco Capital Partners
    Graeme Dick
    (403) 561-8989
    graeme@briscocapital.com