Standard Exploration Ltd
TSX VENTURE : SDE

Standard Exploration Ltd

March 01, 2012 09:00 ET

Standard Exploration Ltd. Announces Closing of Financing

CALGARY, ALBERTA--(Marketwire - March 1, 2012) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Standard Exploration Ltd. (the "Corporation") (TSX VENTURE:SDE) is pleased to announce that it has closed its previously announced non-brokered private placement financing (the "Financing") for aggregate gross proceeds of $4,417,287, subject to TSX Venture Exchange approval.

Upon closing of the Financing, the Corporation issued a total of 21,948,063 units ("CS Units"), each made up of one (1) common share in the share capital of the Corporation ("Common Share") and one-half of one (1/2) Common Share purchase warrant (each, a "Warrant") at a price of $0.16 per CS Unit and 4,766,300 units ("Flow-Through Units"), each comprised of one (1) Common Share issued on a "flow-through" basis for the purposes of the Income Tax Act (Canada) and one-half of one (1/2) Warrant at a price of $0.19 per Flow-Through Unit. The aggregate subscription amount of Flow-Through Units was $905,597. Each whole Warrant will entitle the holder thereof to acquire one (1) Common Share at a price of $0.23 per share for a period of one (1) year after the closing.

Finders acting in connection with the Financing received aggregate fees of $182,692.1 and 889,400 finder's warrants. Each finder's warrant entitles the holder to purchase one Common Share at an exercise price of $0.16 per Common Share for a period of one (1) year after the closing.

All securities issued in connection with the Financing will be subject to a four (4) month hold period that expires on July 1, 2012. The net proceeds from the offering will be used to fund the Corporation's drilling operations and for general working capital purposes.

Directors and officers of the Corporation subscribed for a total of 2,712,500 CS Units. The Corporation has determined that there are exemptions available from the various requirements of TSX Venture Policy 5.9 and Multilateral Instrument 61-101 for the issuance of these shares (Formal Valuation - Issuer Not Listed on Specified Markets; Minority Approval - Fair Market Value Not More Than 25% of Market Capitalization).

In addition, the Corporation has filed its interim unaudited financial statements and MD&A for the quarter ended December 31, 2011. To view the Corporation's financial statements, please visit www.sedar.com.

The Corporation is also pleased to announce that further to its press release dated February 24, 2012, it intends to frac the horizontal Montney oil well this weekend.

The Corporation is a Canadian based oil and gas corporation with operations in Alberta, Canada and is traded on TSX Venture Exchange. The Corporation's public filings may be found at www.sedar.com.

Forward Looking Statements:

Certain information set forth in this news release contains forward-looking statements or information ("forward-looking statements"), including the receipt of applicable regulatory approvals, the anticipated use of the net proceeds of the Financing and details about the well. The intended use of net proceeds of the Financing by the Corporation might change if the Corporation's Board of Directors determines that it would be in the best interests of the Corporation to deploy the proceeds for some other purpose. By their nature, forward-looking statements are subject to numerous risks and uncertainties, some of which are beyond the Corporation's control, including the impact of general economic conditions, industry conditions, volatility of commodity prices, currency fluctuations, imprecision of reserve estimates, environmental risks, operational risks in exploration and development, competition from other industry participants, the lack of availability of qualified personnel or management, stock market volatility and the ability to access sufficient capital from internal and external sources. Although the Corporation believes that the expectations in its forward-looking statements are reasonable, its forward-looking statements have been based on factors and assumptions concerning future events which may prove to be inaccurate. Those factors and assumptions are based upon currently available information. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. As such, readers are cautioned not to place undue reliance on the forward-looking statements, as no assurance can be provided as to future results, levels of activity or achievements. The risks, uncertainties, material assumptions and other factors that could affect actual results are discussed in our Annual Information Form and other documents available at www.sedar.com. Furthermore, the forward-looking statements contained in this document are made as of the date of this document and, except as required by applicable law, the Corporation does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this document are expressly qualified by this cautionary statement.

This news release is not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States or to or for the account or benefit of U.S. persons (as such terms are defined in Regulation S under the United States Securities Act of 1933, as amended (the "U.S. Securities Act")), absent registration or an exemption from registration. The securities offered have not been and will not be registered under the U.S. Securities Act or any state securities laws and, therefore, may not be offered for sale in the United States, except in transactions exempt from registration under the U.S. Securities Act and applicable state securities laws.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that terms is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contact Information

  • Standard Exploration Ltd.
    Ronald P. Wiebe
    President & CEO
    403-262-4450