Noravena Capital Corporation
TSX VENTURE : NRV.P

January 27, 2012 17:11 ET

Noravena Capital Corporation Files Filing Statement for Proposed Qualifying Transaction

TORONTO, ONTARIO--(Marketwire - Jan. 27, 2012) -

NOT FOR DISTRIBUTION IN THE UNITED STATES OR THROUGH UNITED STATES WIRE SERVICES.

Noravena Capital Corporation ("Noravena") (TSX VENTURE:NRV.P) a capital pool company, is pleased to announce that the filing statement (the "Filing Statement") dated January 26, 2012 prepared in accordance with the requirements of the TSX Venture Exchange (the "Exchange') and relating to its proposed qualifying transaction (the "Qualifying Transaction") with 3MV Energy Inc. ("3MV") announced on August 29, 2011 has been filed with the Exchange and the applicable Canadian securities regulators. The Filing Statement is available under Noravena's corporate profile on SEDAR at www.sedar.com.

The proposed Qualifying Transaction involves the merger of Noravena and 3MV by way of 3-corner amalgamation between 3MV a wholly-owned subsidiary of Noravena, Noravena Acquisition Corporation ("Noravena Sub") pursuant to the definitive amalgamation agreement between Noravena, Noravena Sub and 3MV. All of the issued and outstanding shares of 3MV will be acquired on the basis of 20.27 pre- consolidation common shares of Noravena for each one (1) common share of 3MV. Noravena will also change its name to "3MV Energy Corp." (the "Name Change") and consolidate its common shares on the basis of one (1) post-consolidation common share for each ten (10) pre-consolidation common shares (the "Consolidation"). The Name Change and Consolidation were approved by Noravena's shareholders on October 12, 2011.

Noravena has received a waiver with respect to the seven day wait period prior to closing the proposed Qualifying Transaction. Accordingly, it is anticipated that the proposed Qualifying Transaction will be completed on or before January 31, 2012.

About 3MV

3MV is a private junior E&P company focused on low-risk light oil resource plays in the Kindersley area of West Central Saskatchewan. 3MV targets drilling of the Lower Cretaceous Albian age Viking sandstone. The Viking formation has an aerial extent encompassing much of Saskatchewan and Alberta. Production from vertical wells in the Viking first occurred in the late 1950's. The 3MV management team is the same group that advanced the Viking as a resource play by drilling the first horizontal multi-stage technology in the Kindersley area and continue to further drilling technology to capture more hydrocarbons from the tight sandstone of the Viking.

About Noravena Capital Corporation

Noravena is a capital pool company governed by the Exchange policies. Noravena's principal business is the identification and evaluation of assets or businesses with a view to completing a qualifying transaction within the meaning of Exchange policies.

Completion of the Qualifying Transaction is subject to a number of conditions, including but not limited to Exchange acceptance. There can be no assurance that the Qualifying Transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the filing statement prepared in connection with the Qualifying Transaction, any information released or received with respect to the Qualifying Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

Forward Looking Statements

Certain information in this press release may constitute forward-looking information. This information is based on current expectations that are subject to significant risks and uncertainties that are difficult to predict. Actual results might differ materially from results suggested in any forward-looking statements. Neither Noravena nor 3MV assumes any obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those reflected in the forward looking-statements, unless and until required by applicable securities laws. Additional information identifying risks and uncertainties is contained in Noravena's filings with the Canadian securities regulators, which filings are available at www.sedar.com.

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.

Contact Information

  • 3MV Energy Inc.
    Douglas McKinnon
    President and Chief Executive Officer
    403-234-8998

    3MV Energy Inc.
    Brian Radiff
    Vice President, Corporate Development
    403-234-8998

    Noravena Capital Corporation
    James P. Boyle
    Chief Executive Officer and Director
    416-867-8800