Bengal Energy Ltd.

Bengal Energy Ltd.

January 12, 2011 08:13 ET

Bengal Energy Ltd. Announces a $7 Million Bought-Deal Offering

CALGARY, ALBERTA--(Marketwire - Jan. 12, 2011) -


Bengal Energy Ltd. (TSX:BNG) ("Bengal" or the "Company") today announced that it has entered into an agreement with a syndicate of underwriters led by Mackie Research Capital Corporation (the "Underwriter"), whereby the Underwriter will purchase, on a bought deal basis, 5,833,000 common shares of the Company at a price of $1.20 per Share, for gross proceeds of approximately $7,000,000 (the "Offering"). The Company has also granted the Underwriter an over-allotment option which would increase the size of the Offering up to an additional 874,950 shares, on the same terms as the Offering for further gross proceeds of up to approximately $1,050,000, which would increase the Offering to approximately $8,050,000 (if fully exercised).

The Offering is scheduled to close the week of January 31, 2011 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of The Toronto Stock Exchange.

The net proceeds received by the Company from the sale of the Offering will be used to further exploration activities on the Company's oil and gas properties.

The common shares will be offered in Canada in the Provinces of British Columbia, Alberta, Saskatchewan and Ontario by way of a short-form prospectus and in certain other jurisdictions on a private placement basis.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933 (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons (as defined in the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws, or an exemption from such registration is available.

Cautions Regarding Forward-Looking Statements

Cautionary Statement to Investors: This news release may include certain statements that may be deemed to be "forward-looking statements" within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and applicable Canadian securities legislation. Such statements relate to possible future events. All statements other than statements of historical fact may be forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "plan", "continue", "estimate", "expect", "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", "believe" and similar expressions. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. Although Bengal's forward-looking statements are based on the beliefs, expectations, opinions and assumptions of the Company's management on the date the statements are made, such statements are inherently uncertain and provide no guarantee of future performance. Actual results may differ materially from Bengal's expectations as reflected in such forward-looking statements as a result of various factors, many of which are beyond the control of the Company. These factors include, but are not limited to statements concerning the anticipated closing date of the Offering. The forward-looking statements are based on certain key expectations and assumptions made by Bengal, including the anticipated receipt of regulatory approvals and the approval of the Toronto Stock Exchange. Although Bengal 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 Bengal can give no assurance that they will prove to be correct. The closing of the Offering could be delayed or the Offering may not close at all if the required approvals are not obtained on a timely basis or some other condition to the Offering is not satisfied. Bengal does not assume any obligation to update forward-looking statements if circumstances or management's beliefs, expectations or opinions should change, and investors should not attribute undue certainty to, or place undue reliance on, any forward-looking statements. Please consult Bengal's public filings at for further, more detailed information concerning these matters.

Contact Information

  • Bengal Energy Ltd.
    Suite 1000, 736 6th Avenue SW
    Calgary, Alberta
    T2P 3T7