Vanoil Energy Ltd.
TSX VENTURE : VEL

Vanoil Energy Ltd.

May 22, 2013 17:16 ET

Vanoil Acquires Fluormin Plc.

VANCOUVER, BRITISH COLUMBIA--(Marketwired - May 22, 2013) - Vanoil Energy Ltd. (TSX VENTURE:VEL) ("Vanoil" or the "Company") is pleased to announce that it has acquired all the issued and to be issued shares of Fluormin Plc. ("Fluormin") pursuant to Fluormin's Scheme of Arrangement (the "Scheme") and the resulting securities exchange. Pursuant to the terms of the Scheme, Vanoil has issued an aggregate of:

  • 45,027,771 common shares (the "Shares") of Vanoil;
  • 33,218,214 warrants (the "$1.00 Warrants") exercisable to acquire one common share of Vanoil at a price of $1.00 until May 17, 2015; and
  • 6,475,247 warrants (the "$0.75 Warrants") exercisable to acquire one common share of Vanoil at a price of $0.75 until March 13, 2014.

Aaron D'Este, Vanoil's President and CEO, stated, "The completion of the Fluormin acquisition is yet another significant milestone in Vanoil's plans to aggressively pursue its strategic business objectives and exploration programmes."

Pursuant to the Scheme, the holders of 43,420 Fluormin shares who were unable to participate in the securities exchange will be entitled to receive the net proceeds from the sale of their allocation of Shares together with an aggregate cash payment of $785 in lieu of unissued $1.00 Warrants and $0.75 Warrants. In addition, an aggregate of 925,332 Fluormin options were not exchanged for $1.00 Warrants, but will now, if exercised, entitle the holder to 0.806 of a Share, 0.572 of a $1.00 Warrant and 0.116 of a $0.75 Warrant in lieu of a Fluormin share, on the same basis as if they had participated in the Scheme.

To find out more about Vanoil, please visit our website at www.vanoil.ca.

About Vanoil Energy Ltd.

Vanoil is an oil and gas company with a portfolio of assets in East Africa and the African state of the Seychelles Islands in the Indian Ocean.

In Kenya, Vanoil holds a 100% interest in onshore Blocks 3A and 3B, acquired in October 2007 through the signing of a Production Sharing Contract (PSC) with the Government of the Republic of Kenya. These blocks cover 24,912 km2 between Tullow Oil's recent oil discoveries and Apache Corp.'s offshore gas well.

In the Seychelles, Vanoil has a 25% participating interest alongside partner Afren plc ("Afren") in offshore Exploration Areas A and B, covering some 14,319 km2.

In Rwanda, Vanoil has the exclusive right to negotiate a production sharing contract with the Republic of Rwanda covering 1,631 km2 of oil and gas concessions incorporating the Eastern portion of Lake Kivu and the surrounding shoreline.

Disclaimer for Forward Looking Information

This news release includes forward-looking statements that are subject to assumptions, risks and uncertainties. Statements in this news release which are not purely historical are forward-looking statements, including without limitation any statements concerning the Company's intentions, plans, estimates, beliefs or expectations regarding the future. Although the Company believes that any such intentions, plans, estimates, beliefs and expectations in this news release are reasonable, there can be no assurance that any such intentions, plans, beliefs and expectations will prove to be accurate.

The Company cautions readers that all forward-looking statements, including without limitation those relating to the Company's future operations and business prospects, are based on assumptions that cannot be assured and are subject to certain risks and uncertainties that could cause actual events or results to differ materially from those indicated in the forward-looking statements. Readers are advised to rely on their own evaluation of such risks and uncertainties and should not place undue reliance on forward-looking statements.

Any forward-looking statements are made as of the date of this news release, and the Company assumes no obligation to update the forward-looking statements, or to update the reasons why actual events or results could or do differ from those projected in the forward-looking statements. The Company assumes no obligations to update any forward-looking statements, whether as a result of new information, future events or otherwise.

Neither 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

  • Vanoil Energy Ltd.
    Don Padgett
    +1 604 689-1515 x104

    Vanoil Energy Ltd.
    Malcolm Burke
    +1 604 689-1515 x108

    Vanoil Energy Ltd.
    Scott Rose
    +1 604 684-1974 x227
    604-685-5970 (FAX)
    www.vanoil.ca

    Media and Investor Enquiries:
    FTI Consulting
    Natalia Erikssen, Sara Powell
    +44 20 7269 9348