Petro-Reef Resources Ltd.
TSX VENTURE : PER

Petro-Reef Resources Ltd.

December 21, 2010 18:14 ET

Petro-Reef Resources Ltd. Announces Second Closing of Bought Deal Financing

CALGARY, ALBERTA--(Marketwire - Dec. 21, 2010) - Petro-Reef Resources Ltd. (TSX VENTURE:PER),

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW.

This News Release shall not constitute an offer to sell or the solicitation of an offer to buy any securities nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities referenced in this news release have not been and will not be registered under the United States Securities Act of 1933 and may not be offered or sold in the United States except in transactions exempt from such registration.

Petro-Reef Resources Ltd. ("Petro-Reef") is pleased to announce that it has closed on an additional $99,750 of common shares units in addition to the $6,000,250 of common share and flow-through units which was previously announced on December 20, 2010. In total, Petro-Reef raised $6,100,000 through a combination of common and flow-through units. Each common share unit was issued at a price of $0.35 and is comprised of one common share and one transferrable share purchase warrant and each flow-through share unit was issued at a price of $0.40 and was comprised of one common share issued on a "flow-through" basis with one-half warrant, with each full warrant entitling the holder to purchase an additional common share for $0.50 per share at any time until September 30, 2011.

Pro forma the second closing of the Offering, Petro-Reef currently has 55,907,532 common shares and 14,320,475 warrants outstanding. All of the securities issued pursuant to this second closing will be subject to a hold period expiring on April 21, 2011. For both closings, Petro-Reef paid to the underwriter, Emerging Equities Inc. a commission equal to 7% of the gross proceeds and issued an aggregate of 1,172,206 broker warrants, each broker warrant entitling the Underwriter to purchase one common share at $0.35 per share until December 21, 2011.

Forward-Looking Statements: All statements, other than statements of historical fact, set forth in this news release, including without limitation, assumptions and statements regarding reservoirs, resources and reserves, future production rates, exploration and development results, financial results, and future plans, operations and objectives of the Corporation are forward-looking statements that involve substantial known and unknown risks and uncertainties. Some of these risks and uncertainties are beyond management's control, including but not limited to, the impact of general economic conditions, industry conditions, fluctuation of commodity prices, fluctuation of foreign exchange rates, environmental risks, industry competition, availability of qualified personnel and management, availability of materials, equipment and third party services, stock market volatility, timely and cost effective access to sufficient capital from internal and external sources. The reader is cautioned that assumptions used in the preparation of such information, although considered reasonable by the Corporation at the time of preparation, may prove to be incorrect. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements.

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

  • Petro-Reef Resources Ltd.
    Ted Donhuysen
    President and CEO
    (403) 265-6444
    (403) 264-1348 (FAX)
    or
    Petro-Reef Resources Ltd.
    970, 10655 Southport Road S.W.
    Calgary, Alberta T2W 4Y1
    info@petro-reef.ca
    www.petro-reef.ca