Regal Energy Ltd.

Regal Energy Ltd.

November 20, 2006 08:00 ET

Regal Receives Approval for Rights Offering

CALGARY, ALBERTA--(CCNMatthews - Nov. 20, 2006) -

Not for distribution in the United States of America

Regal Energy Ltd. (TSX VENTURE:REG) (the "Corporation") is pleased to announce that it has received conditional approval from the Securities Regulatory Authorities in each of the provinces of Ontario, Alberta and British Columbia to conduct a rights offering ("Rights Offering") in these provinces and certain jurisdictions outside of Canada excluding the United States (the "Qualifying Jurisdictions"). Pursuant to the terms of the Rights Offering, shareholders of the Corporation residing in the Qualifying Jurisdictions as at November 28, 2006 (the "Record Date") will be granted rights (the "Rights") evidenced by transferable Rights certificates to purchase up to 5,677,294 common shares in the capital of the Corporation ("Common Shares"). A holder of Common Shares as at the Record Date will be entitled to one (1) Right per Common Share held and four (4) Rights will entitle the holder thereof to purchase one (1) Common Share at $0.20 per Common Share (the "Basic Subscription Privilege"). The Corporation has received conditional approval from TSX Venture Exchange Inc. (the "Exchange") for posting and listing the Rights and the Common Shares issuable thereunder, subject to the Corporation satisfying certain conditions pursuant to the policies of the Exchange. The Rights expire at 4:00 p.m. (Calgary time) on December 20, 2006 (the "Expiry Date").

Pursuant to the requirements under applicable securities legislation, the Corporation has filed a Rights Offering Circular dated November 15, 2006 with the Securities Regulatory Authorities and has received final approval of the Rights Offering Circular. The Rights Offering Circular and related materials will be delivered to all shareholders of the Corporation as of the Record Date. The shareholders residing in the Qualifying Jurisdictions who have exercised all of their Rights will also be entitled to purchase any Common Shares outstanding after the Expiry Date on a pro rata basis based on the number of Common Shares purchased under the Basic Subscription Privilege, at a purchase price of $0.20 per Common Share (the "Additional Subscription Privilege"). Rights certificates will not be issued or delivered to registered shareholders who are residents of jurisdictions other than the Qualifying Jurisdictions ("Non-Qualified Shareholders"). The Rights certificates of the Non-Qualified Shareholders will be issued to and held by Olympia Trust Company (the "Subscription Agent"), which will hold such Rights as agent for the benefit of all Non-Qualified Shareholders. The Subscription Agent will use its best efforts to sell the Rights evidenced by such Rights certificates on behalf of all such respective holders prior to the Expiry Date. The net proceeds (less any applicable withholding tax) of such sale, if any, will be paid to such holders on a pro rata basis after the Expiry Date.

The TSX Venture Exchange Inc. has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

Contact Information

  • Regal Energy Ltd.
    Douglas O. McNichol
    President and Chief Executive Officer
    (403) 509-2581
    Regal Energy Ltd.
    Wayne R. Wilson
    Vice President Finance and Chief Financial Officer
    (403) 509-2584
    Regal Energy Ltd.
    Suite 1520, Life Plaza
    734 - 7th Avenue S.W.
    Calgary, AB T2P 3P8