Shoreline Energy Corp.

Shoreline Energy Corp.

July 16, 2012 18:01 ET

Shoreline Energy Corp. Files Amended and Restated Preliminary Prospectus; Increases Offering Size

CALGARY, ALBERTA--(Marketwire - July 16, 2012) -


Shoreline Energy Corp. (the "Company") (TSX:SEQ) has filed an amended and restated preliminary short form prospectus in connection with a public offering (the "Offering") of not less than $12,000,000 and not more than $17,000,000 aggregate principal amount of convertible unsecured subordinated debentures (the "Debentures") at a price of $1,000 per Debenture. The Debentures are being offered for sale by Macquarie Private Wealth Inc. (the "Agent") on a commercially reasonable efforts basis.

The net proceeds of the Offering will initially be used to reduce bank indebtedness and accelerate the Company's oil development program in the Peace River Arch area of northwest Alberta.

The Debentures will bear interest from the date of issue at 9.25% per annum, payable quarterly in arrears on March 31, June 30, September 30 and December 31 each year commencing September 30, 2012. The Debentures will have a maturity date of September 30, 2015 (the "Maturity Date").

Each Debenture will be convertible into fully paid and non-assessable freely tradable common shares of the Company (the "Common Shares") at the option of the holder of a Debenture at any time prior to the close of business on the earlier of: (a) the business day immediately preceding the Maturity Date; and (b) if called for redemption, the business day immediately preceding the date specified by the Company for redemption of the Debentures, in each case, at a conversion rate of approximately 181.82 Common Shares per $1,000 principal amount of Debentures, subject to adjustment in certain events. Holders converting their Debentures will receive accrued and unpaid interest on such Debentures for the period from the last interest payment date (or the date of issue of the Debentures if there has not yet been an interest payment date) to, but excluding, the date of conversion.

The Debentures are not redeemable prior to the date that is two years and a day following the closing date of the Offering, except upon the satisfaction of certain conditions after a change of control has occurred. On or after the date that is two years and a day following the closing date, the Debentures may be redeemed by the Company, in whole or in part, on not more than 60 days' and not less than 30 days' prior notice, at a redemption price equal to 102% of the principal amount thereof plus accrued and unpaid interest, provided that the weighted average trading price of the Common Shares on the TSX for the 20 consecutive trading days ending five trading days prior to the date on which notice of redemption is given is at least 125% of the conversion price.

The Debentures will be offered in the provinces of British Columbia, Alberta, Saskatchewan and Ontario. Closing of the Offering is expected to occur in the next few weeks and is subject to certain conditions including, but not limited to, the approval of the TSX.

This press release is not an offer of securities for sale in the United States. The securities being offered have not been and will not be registered under the United States Securities Act of 1933, as amended, and accordingly may not be offered or sold in the United States unless registered under that Act or pursuant to an available exemption from the registration requirements thereof.

Investor Information

Currently, Shoreline has outstanding 5,737,983 Common Shares, 5,909,542 Common Share purchase warrants and 383,045 options to acquire Common Shares. Shoreline is a Calgary, Alberta based corporation engaged in the exploration, development and production of petroleum and natural gas. The Company's common shares are currently listed on the TSX under the trading symbol "SEQ." Additional information regarding Shoreline is available under the Company's profile at or at the Company's website,

Forward-Looking Statements

Certain information in this press release constitutes forward-looking statements under applicable securities law. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may," "should," "anticipate," "expects," "seeks" and similar expressions and in particular include those statements relating to the use of proceeds for the Offering and the closing date of the Offering. Forward-looking statements necessarily involve known and unknown risks, including, without limitation, risks associated with the receipt of all regulatory approvals for the Offering; oil and gas production; marketing and transportation; loss of markets; volatility of commodity prices; currency and interest rate fluctuations; imprecision of reserve estimates; environmental risks; competition; incorrect assessment of the value of acquisitions; failure to realize the anticipated benefits of acquisitions or dispositions; inability to access sufficient capital from internal and external sources; changes in legislation, including but not limited to income tax, environmental laws and regulatory matters. Readers are cautioned that the foregoing list of factors is not exhaustive. Readers are cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. In particular, drilling plans, on-production dates and production continuity are particularly subject to uncertainties and uncontrollable events such as surface access, rig availability, equipment availability, weather conditions, changes in geological interpretation, and other factors. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

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