GFI Oil & Gas Corporation

GFI Oil & Gas Corporation

November 02, 2006 18:55 ET

GFI Oil & Gas Corporation Announces Proposed Financing

CALGARY, ALBERTA--(CCNMatthews - Nov. 2, 2006) -

(Not for dissemination in the United States of America)

GFI OIL & GAS CORPORATION (the "Corporation") (TSX VENTURE:GFI) announces that it has entered into an engagement letter with Tristone Capital Inc. ("Tristone"), pursuant to which it has engaged Tristone to act as agent in connection with a private placement of up to 54,000,000 common shares on a best efforts basis at a price of CDN $0.83 per share for gross proceeds of up to CDN $44,820,000 (the "Private Placement"). The Corporation intends to use the proceeds from the Private Placement for the on-going development of its Indonesia and Thailand gas and oil projects and for general working capital purposes.

The Corporation, or its partner, has entered into or is currently negotiating all of the drilling, platform, pipeline and floating production storage vessel (FPSO) contracts required to complete its developments in Indonesia and Thailand scheduled for first production in 2008. The proceeds of the Private Placement will cover approximately 68% of the estimated remaining 2006, 2007 and 2008 capital requirements for the Corporation's projects currently sanctioned and under development. The remainder of the capital requirements will be paid from future equity or debt financings.

The completion of the Private Placement is subject to regulatory approval and the usual other conditions, including the completion of due diligence. Directors, officers, employees and 10% shareholders of the Corporation may purchase common shares under the Private Placement.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction. The shares offered will not be and have not been registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.

The TSX Venture Exchange Inc. has not reviewed and does not accept responsibility for the adequacy and accuracy of this release.

Contact Information

  • GFI Oil & Gas Corporation
    Alex T. Warmath
    Chief Executive Officer
    (281) 877-7940
    GFI Oil & Gas Corporation
    Mark N. Witt
    Chief Financial Officer
    (281) 877-7279
    GFI Oil & Gas Corporation
    12707 North Freeway, Suite 425
    Houston, TX 77079