TRAFINA Energy Ltd.
TSX VENTURE : TFA.A

TRAFINA Energy Ltd.

November 05, 2009 17:25 ET

Trafina Energy Ltd. Announces Plan to Raise Up to $2 Million Through Private Placement Financing

CALGARY, ALBERTA--(Marketwire - Nov. 5, 2009) -

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.

Trafina Energy Ltd. ("Trafina" or "the Company") (TSX VENTURE:TFA.A) is pleased to announce that it has entered into an agreement with Acumen Capital Finance Partners Limited to sell up to $2 million of securities, of which $1 million will be sold on a bought-deal basis and the remainder on a best efforts basis. The securities will be offered for sale pursuant to applicable exemptions in certain provinces of Canada.

The securities to be offered consist of Class A common shares of Trafina to be issued on a flow-through basis at a price of $0.38 per flow-through share and units at a price of $0.35 per unit. Each unit will consist of one common share and one-half of one common share purchase warrant. Each whole warrant will be exercisable for one common share at a price of $0.45 per share for a period of 18 months from the date of closing of the offering. A maximum of $1 million of flow-through shares may be issued pursuant to the private placement.

Net proceeds from sale of the units will be used to strengthen Trafina's balance sheet and for general working capital purposes. Gross proceeds from the sale of the flow-through shares will be used to incur eligible exploration expenditures that will be renounced to subscribers as Canadian exploration expenses effective on or before December 31, 2009.

Closing of the private placement is expected to occur on or about December 3, 2009 and is subject to certain conditions including, without limitation, the receipt of all necessary approvals including the approval of the TSX Venture Exchange.

Assuming the full amount of the private placement is sold and that purchasers purchase the maximum amount of flow-through shares that may be sold pursuant to the private placement, up to 2,631,579 flow-through shares and 2,857,143 units would be issued at closing, such units representing 2,857,143 common shares and 1,428,572 whole warrants (with up to 1,428,572 additional common shares issuable upon exercise of such warrants). Alternatively, assuming the full amount of the private placement is sold and that all purchasers purchase units, up to 5,714,286 common shares and 2,857,143 whole warrants would be issued at closing (with up to 2,857,143 additional common shares issuable upon exercise of such warrants). The actual number of flow-through shares and units sold pursuant to the private placement will not be known until closing, and such number may be less than the full amount offered for sale under the private placement.

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.

About Trafina

Trafina is a junior oil and gas company based in Calgary, Alberta. The Company's main area of interest is in Wetaskiwin with operated production in Retlaw and Ronalane in Alberta. Trafina also has non-operated production in Viking /Kinsella, Alberta and the McGuffin area in Saskatchewan and minor interests in Jenner and Carson Creek/Judy Creek, Alberta. Trafina's shares trade on the TSX Venture Exchange under the stock symbol TFA.A.

Forward Looking Statements: This news release contains forward looking statements and forward looking information based on management's current expectations regarding the proposed private placement including, without limitation, with respect to the date for closing, the satisfaction of conditions to closing and the number of flow-through shares and units that may be sold pursuant to the private placement. Readers are cautioned that assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be incorrect. Forward looking statements involves significant known and unknown risks and uncertainties. Reference is made to Trafina's annual information form for the year ended December 31, 2008 dated April 27, 2009 for a description of some of the risks that could affect the Company's future results and could cause results to differ materially from those expressed in the Company's forward looking statements. The forward looking statements contained in this news release are made as at the date hereof and, except as required by applicable securities laws, Trafina does not undertake any obligation to update publicly or otherwise any such statements.

(TSX VENTURE:TFA.A)

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

  • Trafina Energy Ltd.
    Kelly J. Ogle
    President and Chief Executive Officer
    (403) 263-0800
    (403) 263-0811 (FAX)
    info@trafinaenergy.com
    or
    Trafina Energy Ltd.
    Robert W. Lamond
    Chairman
    (403) 269-9889
    (403) 269-9890 (FAX)