Newton Energy Corporation

April 21, 2008 17:55 ET

Newton Energy Corporation Announces Final Closing of Private Placement

CALGARY, ALBERTA--(Marketwire - April 21, 2008) - Newton Energy Corporation ("Newton" or the "Company") is pleased to announce its closing of $970,000 through the issuance of 1,940,000 Subscription Receipts (the "Subscription Receipts") of the Company at a price of $0.50 per Subscription Receipt in connection with its previously announced private placement of a minimum of $2,000,000 and up to a maximum of $5,000,000 of Subscription Receipts (the "Offering"). Each Subscription Receipt will be deemed to be exchanged, without payment of any additional consideration, for one consolidated common share of the Company ("Common Share"), upon the same terms as its previously announced closings on September 12, 2007, November 30, 2007 and January 23, 2008, respectively. Following the closing of the Offering the Company has 5,242,386 common shares issued and outstanding. The securities issued pursuant to the Offering are subject to a four month hold period.

Pursuant to the Subscription Receipt Agreement dated September 12, 2007 among the Company, CIBC Mellon Trust Company ("CIBC") and Wolverton Securities Ltd. ("Wolverton"), the Company upon closing was paid 15% of the gross proceeds of the Offering in the amount of $94,538.50, net of the Agent's commission and costs. The remaining 85% of the gross proceeds were deposited into escrow with CIBC, as escrow agent, to be released to the Company when the Company is awarded by the UK Department of Trade and Industry not less than 65,000 acres of exploration licenses in the 13th Round of Onshore Licensing within the United Kingdom (the "Second Release Date"). The proceeds of the Offering will be used to meet the Company's obligations related to expected work commitments for the licenses it may obtain.

Wolverton, as agent, was paid a cash commission and costs of $10,346.50, Harp Capital Corp. and Roche Securities Ltd. were each paid commissions of $45,000 and $1,750, respectively, of the gross proceeds of the Offering, and, along with Wolverton were granted an aggregate amount of 191,500 Agent's Options.

Following this closing, the Company has raised an aggregate of $4,238,749, of which $3,602,937 is currently being held in escrow pending the Second Release Date.

Newton further announces that it has completed its licence review interview with the Department for Business, Enterprise and Regulatory Reform ("BERR") on March 26, 2008. The BERR has indicated that a final decision of the 13th round results is unlikely to be announced before July of 2008.


Certain information regarding Newton Energy Corporation including managements assessment of future plans and operations, may constitute forward-looking statements under applicable securities laws and necessarily involve risks associated with production, marketing and transportation such as loss of market, volatility of prices, currency fluctuations, environment risks, competition from other producers and ability to assess sufficient capital from those anticipated in the forward-looking statements.

The TSX Venture Exchange has neither approved or disapproved the contents of this news release. The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

Contact Information

  • Newton Energy Corporation
    Michael Frey
    President and CEO
    (403) 410-3826
    Newton Energy Corporation
    200, 638 - 11th Avenue SW
    Calgary, Alberta T2R 0E2
    (403) 410-3826