Century Energy Ltd.
NEX BOARD : CEY.H
TSX VENTURE : CEY.H

Century Energy Ltd.

October 09, 2014 15:57 ET

Century Energy Ltd. Announces Share Consolidation and Private Placement of Units

CALGARY, ALBERTA--(Marketwired - Oct. 9, 2014) -

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

Century Energy Ltd. ("Century" or the "Corporation") (NEX:CEY.H) is pleased to announce that the board of directors of the Corporation (the "Board") has approved the share consolidation previously approved by the shareholders of the Corporation (the "Shareholders") at the annual and special meeting of Shareholders held on January 30, 2013.

Subject to receipt of NEX approval, the Articles of the Corporation will be amended to consolidate (the "Consolidation") the issued and outstanding common shares of the Corporation ("Common Shares") on the basis of one (1) post-Consolidation Common Share for every ten (10) pre-Consolidation Common Shares, resulting in approximately 5,523,722 Common Shares issued and outstanding.

The Board has concluded that the Consolidation is in the best interests of Corporation as it will position the Corporation to obtain financing and pursue acquisition opportunities in the oil and gas industry in North America.

Once NEX approval is obtained, letters of transmittal will be mailed to Shareholders to be utilized to exchange their Common Shares for new Common Shares on a post-Consolidation basis.

Private Placement

Century is also pleased to announce that upon completion of the Consolidation, the Corporation plans to raise gross proceeds of up to $200,000 through the sale of up to 2,500,000 units ("Units"), priced at $0.08 per Unit (the "Offering"). Each Unit will consist of one (1) post-Consolidation Common Share and one share purchase warrant ("Warrant"), with each Warrant entitling the holder thereof to purchase one (1) additional post-Consolidation Common Share at a price of $0.10 per Common Share for a period of one (1) year following the closing of the Offering (the "Closing Date"). The securities issued pursuant to the Offering will subject to a hold period of four months and a day from the Closing Date.

The proceeds of the Offering will be used by Century to review and evaluate acquisition opportunities in the oil and gas industry in North America and for general working capital purposes.

The Offering is subject to final approval by NEX.

About Century Energy Ltd.

Century is a company listed on NEX seeking acquisition opportunities in the oil and gas industry in North America.

Advisories

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.

THIS NEWS RELEASE DOES NOT CONSTITUTE AN OFFER TO SELL, OR THE SOLICITATION OF AN OFFER TO BUY, ANY SECURITIES IN ANY JURISDICTION; NOR SHALL THERE BE ANY SALE OF SECURITIES IN ANY STATE IN THE UNITED STATES IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL. THE SECURITIES REFERRED TO HEREIN HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO OR FOR THE ACCOUNT OR BENEFIT OF U.S. PERSONS ABSENT REGISTRATION OR AN APPLICABLE EXEMPTION FROM REGISTRATION REQUIREMENTS.

This news release may contain certain forward-looking information and statements, including statements regarding, the effect of the Consolidation on the ability of the Corporation to obtain financing and pursue acquisition opportunities, completion of the Offering, the anticipated use of proceeds raised under the Offering, and other statements which are not historical facts. Forward-looking statements address future events and conditions; and therefore, involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements.

Such information is subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking information. Readers are cautioned not to place undue reliance on forward-looking information, as no assurances can be given as to future results, levels of activity or achievements. No assurances can be given that any of the events anticipated by the forward-looking statements will transpire or occur; or if any of them do, what benefits may be realized by the Corporation. All subsequent forward-looking statements, whether written or oral, attributable to the Corporation or to persons acting on its behalf, are expressly qualified in their entirety by these cautionary statements. Furthermore, the forward-looking statements contained in this news release are made as at the date of this news release, and the Corporation does not undertake any obligation to update publicly or revise any of the included forward-looking information or statements contained herein, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

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