CALGARY, ALBERTA--(Marketwired - May 1, 2014) -
NOT FOR DISSEMINATION IN THE UNITED STATES. FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES LAW.
Lateral Capital Corp. ("Lateral" or the "Company") (TSX VENTURE:LCP) announces that copies of its audited financial statements for the year ended December 31, 2013 and the related management's discussion and analysis, as well as its statement of reserves data and other oil and gas information (together with the report of reserve data by the Company's independent qualified reserves evaluator and the report of management and directors of the Company on the oil and gas disclosure) are available on SEDAR at www.sedar.com.
Lateral also wishes to provide an update on the previously announced acquisition of Vector Exploration Corp. ("Vector"). Vector has deferred the payment of the $130,000 non-refundable deposit until closing of the acquisition which is expected to occur in the second quarter of 2014. Additionally, the work commitment amount of approximately $267,000 has been paid by Vector to the Government of Saskatchewan, and such payment will be addressed by an amendment to the purchase and sale agreement between Vector and Lateral prior to closing. Lateral is currently considering supplementary financing mechanisms to fund the acquisition of Vector. A further press release will be issued to address the amendment to the purchase and sale agreement with respect to the acquisition of Vector and to provide details on any supplementary financing undertaken by the Company.
Additionally, further to its announcements on February 28, 2014 and April 17, 2014, Lateral has now completed the second tranche of its previously announced non-brokered private placement of units ("Units") for total final tranche proceeds of $12,600. At closing of the second tranche Lateral issued 70,000 Units (comprised of 70,000 common shares of the Company ("Common Shares") and 70,000 Common Share purchase warrants ("Warrants")) at a price of $0.18 per Unit. Each Warrant is exercisable for one Common Share at a price of $0.18 per share prior to April 30, 2019. Under all earlier tranches of the previously announced private placement Lateral issued a total of 1,378,333 Units for aggregate gross proceeds of $248,100.
The Common Shares and Warrants issued pursuant to the second tranche of the private placement are subject to a hold period that expires August 31, 2014. Post-closing, Lateral has 52,814,907 Common Shares issued and outstanding.
The Company intends to use proceeds of the Unit private placement for working capital purposes.
Lateral's business strategy is to seek to provide shareholders with growth by exploiting existing assets in a financially disciplined manner and by acquiring additional (predominantly) light oil assets. As part of its corporate strategy of acquiring additional assets, the Company is typically in the process of evaluating several potential transactions at any time which individually or together could be material. The Company cannot predict whether any current or future opportunities will result in one or more transactions involving the Company. The Company may complete financings of equity or debt or issue equity or utilise debt facilities to finance all or a portion of any such potential acquisitions.
Neither the 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 press release does not constitute an offer of the securities of the Company for sale in the United States. The securities of the Company have not been registered under the United States Securities Act of 1933, (the "1933 Act") as amended, and may not be offered or sold within the United States absent registration or an exemption from registration under the 1933 Act. 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 state in which such offer, solicitation or sale would be unlawful.
Cautionary and Forward-Looking Statements
This news release contains forward‐looking statements and forward‐looking information within the meaning of applicable securities laws. These statements relate to future events or future performance. All statements other than statements of historical fact may be forward‐looking statements or information. More particularly and without limitation, this news release contains forward‐looking statements and information relating to the use of proceeds of the private placement, the acquisition of Vector, sources of funding regarding such acquisition, as well as the Company's corporate strategy. The forward‐looking statements and information are based on certain key expectations and assumptions made by management of the Corporation, including, without limitation, the Company's ability to continue as a going concern and that it will complete the acquisition of Vector. Although management of the Corporation believes that the expectations and assumptions on which such forward looking statements and information are based are reasonable, undue reliance should not be placed on the forward‐looking statements and information since no assurance can be given that they will prove to be correct.
Forward-looking statements and information are provided for the purpose of providing information about the current expectations and plans of management of the Corporation relating to the future. Readers are cautioned that reliance on such statements and information may not be appropriate for other purposes, such as making investment decisions. Since forward‐looking statements and information 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 include, but are not limited to, the Company's ability to identify and complete additional suitable acquisitions to further the Company's growth as well as risks associated with the oil and gas industry in general such as operational risks in development, exploration and production delays or changes in plans with respect to exploration or development projects or capital expenditures; the uncertainty of reserve estimates; the uncertainty of estimates and projections relating to reserves, production, costs and expenses; health, safety and environmental risks; commodity price and exchange rate fluctuations; marketing and transportation; loss of markets; environmental risks; competition; incorrect assessment of the value of acquisitions and failure to realize the anticipated benefits of acquisitions; ability to access sufficient capital from internal and external sources; failure to obtain required regulatory and other approvals and changes in legislation, including but not limited to tax laws, royalties and environmental regulations. Accordingly, readers should not place undue reliance on the forward‐looking statements, timelines and information contained in this news release. Readers are cautioned that the foregoing list of factors is not exhaustive.
The forward‐looking statements and information contained in this news release are made as of the date hereof and no undertaking is given 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 or the TSX Venture Exchange. The forward-looking statements or information contained in this news release are expressly qualified by this cautionary statement.