CALGARY, ALBERTA--(Marketwire - Aug. 1, 2012) -
NOT FOR DISTRIBUTION IN THE UNITED STATES OR THROUGH UNITED STATES WIRE SERVICES.
Petrox Capital Corp. (TSX VENTURE:PTC) ("Petrox" or the "Corporation") is pleased to announce that it has completed the acquisition of 100% working interests in and to Petroleum and Natural Gas Leases located in the Battle and Halkirk areas of Alberta (Townships 43, 44, 46 Ranges 15, 16, 19, 20 W4M) from Richfield Oils Inc. ("Richfield") and Arenal Resources Ltd. ("Arenal") in exchange for an aggregate of 2,500,000 common shares, a deemed price of $0.19 per common share, and cash of $250,000, for an aggregate deemed purchase price of $725,000 (the "Acquisition"). The Acquisition was previously announced in a press release of the Corporation dated June 12, 2012.
The issuance of shares pursuant to the Acquisition was exempted from securities legislation under Section 2.13 of National Instrument 45-106 - Prospectus and Registration Exemptions. The shares issued pursuant to the Acquisition are subject to a four-month hold period expiring on December 1, 2012.
Prior to the Acquisition, Richfield held an aggregate of 3,000,000 common shares of Petrox (19%). As a result of the completion of the Acquisition, Richfield now holds an aggregate of 4,150,000 common shares of Petrox (22%) and thus is now a Control Person of Petrox, as such term is defined under the policies of the TSX Venture Exchange (the "Exchange"). Prior to the Acquisition, Arenal held no shares of Petrox. As a result of the Acquisition, Arenal now holds 1,350,000 common shares (7%) of the issued and outstanding common shares of Petrox.
This press release is jointly issued by Richfield pursuant to National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues. Richfield sold its interests in the leases to Petrox for commercial gain and in order to assist in Petrox' growth. Richfield has no present intention to acquire additional securities of Petrox.
Statements included in this press release that are not historical facts may be considered "forward looking statements". All estimates and statements that describe the Corporation's objectives, goals or future plans are forward looking statements. Forward-looking statements involve inherent risks and uncertainties where actual results could differ materially from those currently anticipated.
THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED HEREIN IN THE UNITED STATES. THESE SECURITIES HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.