Invicta Energy Corp.
TSX VENTURE : VCA

April 06, 2011 23:32 ET

Invicta Energy Corp. Announces Financing

CALGARY, ALBERTA--(Marketwire - April 6, 2011) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Invicta Energy Corp. ("Invicta" or the "Corporation") (TSX VENTURE:VCA) is pleased to announce that it has filed a preliminary short form prospectus in connection with a marketed public offering of common shares (the "Common Shares") of the Corporation for gross proceeds of up to $6,000,000 and common shares issued on a flow-through basis ("Flow-Through Shares") for gross proceeds of up to $1,000,000 resulting in aggregate gross proceeds of up to $7,000,000 on a best efforts agency basis (the "Offering"). 

The Offering will be priced in the context of the market with the final terms of the Offering to be determined at the time of pricing.

The Offering will be conducted through a syndicate of agents lead by Stonecap Securities Inc. (the "Lead Agent"), on its own behalf and on behalf of PI Financial Corp., Dundee Securities Ltd., Haywood Securities Inc., Paradigm Capital Inc. and Raymond James Ltd. (collectively, the "Agents").

The Offering will be offered in the Provinces of British Columbia, Alberta, Saskatchewan and Ontario and on a private placement basis in the United States pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended. The Offering is expected to close on or about the week of April 28, 2011 or such later date up to May 17, 2011 and is subject to certain customary conditions and regulatory approvals, including but not limited to the approval of the TSX Venture Exchange.

The Corporation intends to use the proceeds from the Offering to fund a portion of the Corporation's 2011 capital program to drill 20 gross wells (11.2 net wells). 70% of the program will be focused on developing the Kindersley, Saskatchewan area. The remaining 30% will be used to prove up the developing resource plays in Alberta, including, Central and Redwater Alberta.

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 Invicta

Invicta began operations in February 2010. The Corporation is focused on the development and exploitation of its light oil Viking resource lands located along the Viking trend from Kindersley, Saskatchewan to Redwater, Alberta.

Cautionary Statements:

Forward Looking Statements: This news release contains forward looking statements and forward looking information regarding, among other things, the size, timing and terms of the best efforts financing and the use of proceeds from such financing. The financing may not be completed on these terms or at all. Readers are cautioned that assumptions used in the preparation of such statements may prove to be incorrect. Forward looking statements involves significant known and unknown risks and uncertainties. Reference is made to Invicta's annual information form for the year ended December 31, 2010 and the preliminary prospectus dated April 6, 2011 for a description of some of the risks that could affect the Corporation's future results and could cause results to differ materially from those expressed in the Corporation'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, Invicta does not undertake any obligation to update publicly or otherwise any such statements.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as the term is defined in the Policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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