Arcan Resources Ltd.

Arcan Resources Ltd.

February 11, 2015 19:01 ET

Arcan Provides Further Update Regarding Its Convertible Debenture Exchange Transaction

CALGARY, ALBERTA--(Marketwired - Feb. 11, 2015) -


Arcan Resources Ltd. (TSX VENTURE:ARN) ("Arcan" or the "Company") announced today a further update regarding the anticipated closing of the exchange of its $86.25 million 6.25% convertible unsecured subordinated debentures due February 28, 2016 and $85.0 million 6.50% convertible unsecured subordinated debentures due October 31, 2018 (collectively, the "Debentures") into common shares (the "Exchange Shares") at an exchange price of $0.15 per Exchange Share (the "Exchange Transaction") and announces the expected appointment of two new directors to take effect at closing.

Closing of the Exchange Transaction is now expected to occur on February 13, 2015 (the "Effective Date") and remains subject to the satisfaction or waiver of all conditions to closing. The Exchange Shares to which holders of Debentures are entitled to pursuant to the Exchange Transaction will be delivered to CDS & Co. and CDS & Co. and the applicable participants will distribute the Exchange Shares through the book-entry only system to the beneficial owners of Debentures as of the Effective Date.

In connection with the Exchange Transaction, the Company proposes to appoint two new directors, Henry Cohen and Lorie Waisberg. These appointments are expected to be finalized on the Effective Date and will coincide with the resignation of two current directors, Michael Laffin and Robert Dales. Mr. Cohen is President and Chief Executive Officer of Full Cycle Energy Investment Management Limited. Mr. Waisberg is a corporate director, currently serving as Chairman and a trustee of Chemtrade Logistics Income Fund, and a director of Tembec Inc., Metalex Ventures Limited and Scorpio Mining Corporation, all publicly traded companies in Canada.

Arcan Resources Ltd.

Arcan Resources Ltd. is an Alberta, Canada corporation that is principally engaged in the exploration, development and acquisition of petroleum and natural gas located in the Western Canada Sedimentary Basin. Additional information about the Company, including the Company's annual information form for the year ended December 31, 2013, is available under Arcan's profile on SEDAR at

Forward-Looking Information and Statements

This document contains forward-looking information within the meaning of applicable securities laws. The use of any of the words "will", "expect" and similar expressions are intended to identify forward looking information. More particularly, this press release contains forward-looking information concerning, among other things, the completion of the Exchange Transaction and the timing thereof.

Forward-looking information is based on certain key expectations and assumptions made by Arcan, including expectations and assumptions concerning timing of receipt of required TSX Venture Exchange ("TSXV") approvals and the satisfaction or waiver of all of the other conditions precedent to the completion of the Exchange Transaction.

Although Arcan 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 Arcan 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 risks include, but are not limited to: TSXV and third party approvals and consents may not be obtained on terms that are satisfactory or within the timelines required; all of the conditions precedent to the completion of the Exchange Transaction may not be satisfied on the timelines required or at all; for reasons currently unforeseen the Exchange Transaction may not be completed on the timeline anticipated or at all; the Company may have difficulties meeting the listing criteria of the TSXV in the future; the proposed board of director appointees may not join the board of directors for unforeseen reasons; and certain other risks detailed from time to time in Arcan's public disclosure documents including, without limitation, those risks identified in this press release, and in Arcan's annual information form, copies of which are available under Arcan's profile on SEDAR at

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

  • Arcan Resources Ltd.
    Terry McCoy
    Chief Executive Officer

    Arcan Resources Ltd.
    Douglas Penner

    Arcan Resources Ltd.
    Suite 2200, 500 - 4th Avenue S.W.
    Calgary, AB T2P 0H7
    (403) 262-0321