Torquay Oil Corp.

April 09, 2010 10:16 ET

Torquay Oil Corp. Announces Closing of Initial Public Offering

CALGARY, ALBERTA--(Marketwire - April 9, 2010) -

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

Torquay Oil Corp. ("Torquay" or the "Corporation") is pleased to announce that it has completed its initial public offering for gross proceeds of $14,000,000 (the "Offering"). A total of 14,000 units (representing the maximum offering) at a price of $1,000 per unit were sold, each unit consisting of 400 Class A Shares at a price of $0.25 per share and 90 Class B Shares at a price of $10 per share, which were issued on a "flow-through" basis under the Income Tax Act (Canada).

The syndicate of agents for the Offering was co-led by GMP Securities L.P., Genuity Capital Markets and Macquarie Capital Markets Canada Ltd. and included Acumen Capital Finance Partners Limited.

The Class A Shares and Class B Shares have been conditionally approved for listing on the TSX Venture Exchange and are expected to commence trading next week under the stock symbols TOC.A and TOC.B, respectively.

Following closing of the Offering, Torquay granted an aggregate of 1,214,000 stock options to directors, officers, employees and consultants of the Corporation, of which, 999,999 stock options were granted to directors and officers, in accordance with Torquay's incentive stock option plan. All of the options are exercisable at $0.35 per share, vest in equal tranches of one-third on each of the first, second and third anniversaries of the date of grant and expire after five years.

About Torquay Oil Corp.

The Corporation was formed to participate in oil and gas exploration, development and production in the Western Canadian Sedimentary Basin, with a focus in southeast Saskatchewan and southwest Manitoba. Torquay has entered into a farm-in agreement with a major industry participant in respect of up to 115 sections of land in the Lake Alma area of southeast Saskatchewan. The Corporation has contracted two drilling rigs and intends to commence the drilling of its first two wells on these lands immediately following break-up.

The Corporation's management team is led by Brent McKercher, President and C.E.O., Terry McCallum, Vice President, Exploration and C.O.O., Darwin Little, Vice President, Finance and C.F.O., Steve Irish, Vice President, Land and Angus Jenkins, Vice President, Operations.. Torquay's Board of Directors is comprised of Harley Winger, Chairman of the Board, Al Emes, Mike Seth, Brent McKercher and Terry McCallum.

Forward-Looking Statements Advisory

This press release contains forward-looking information that involves substantial known and unknown risks and uncertainties, most of which are beyond the control of Torquay, including, without limitation, those listed under the headings "Forward-Looking Statements" and "Risk Factors" in Torquay's final prospectus. Forward looking information in this press release includes, but is not limited to, information concerning the listing of the Class A and Class B Shares on the TSX Venture Exchange. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results, performance or achievements could vary materially from those expressed or implied by the forward-looking information. Accordingly, prospective investors should not place undue reliance on these forward-looking statements. These forward-looking statements are made as of the date of this release and, other than as required by applicable securities laws, Torquay does not assume any obligation to update or revise them to reflect new events or circumstances.

United States Advisory

The securities offered have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any U.S. state securities laws and may not be offered or sold in the United States or to United States persons absent registration or any applicable exemption from the registration requirement of the U.S. Securities Act and applicable U.S. state securities laws. 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 these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

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

  • Torquay Oil Corp.
    Brent McKercher
    President & Chief Executive Officer
    (403) 233-2444 ext.30
    brent@torquayoil.com