Vanoil Energy Ltd.
TSX VENTURE : VEL

Vanoil Energy Ltd.

May 07, 2013 14:35 ET

Vanoil Announces Offering of Common Shares

VANCOUVER, BRITISH COLUMBIA--(Marketwired - May 7, 2013) -

NOT FOR RELEASE, PUBLICATION OR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS

Vanoil Energy Ltd. (TSX VENTURE:VEL), an oil and gas company with a portfolio of assets in East Africa ("Vanoil" or the "Company") has filed with, and obtained receipt for, a preliminary short form prospectus from the securities regulatory authorities in British Columbia, Alberta and Ontario (the "Qualifying Provinces") in connection with a marketed offering (the "Offering") of common shares. The Offering will also be made in such other jurisdictions outside of Canada where the Offering can be completed on a private-placement basis, exempt from any prospectus, registration or other similar requirements.

The Offering will be led by GMP Securities L.P. ("GMP") and will be conducted on a best efforts agency basis. The final terms of the Offering, including size and price, will be determined in the context of the market, and the net proceeds will be primarily used to fund Vanoil's previously announced 2013 two-well drill program in Kenya commencing in July of this year. Vanoil has concurrently launched a farm-out process to find a suitable partner for its 100%-owned blocks 3A and 3B in the South Anza Basin, onshore Kenya, where the wells are being drilled, and the Company has an active work programme in place on its other East African licences, with two seismic surveys completed recently and two further wells to be drilled in 2014.

The Offering is subject to customary conditions and the receipt of required regulatory approvals, including the approval of the TSX Venture Exchange. The Offering is scheduled to close on or about June 3rd, 2013, or such other date as the Company and GMP may agree.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States, nor shall there be any sale of the common shares in any jurisdiction in which such offer, solicitation or sale may be unlawful. The common shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act") or any U.S. state securities laws and may not be offered or sold in the United States absent registration under the 1933 Act or an applicable exemption from the registration requirements of the 1933 Act and applicable U.S. state securities laws.

About Vanoil Energy Ltd.

Based in Vancouver, Canada, Vanoil is an oil and gas company with a portfolio of assets in East Africa and listed on the TSXV.

The Company holds Blocks 3A and 3B, onshore Kenya, which were acquired in October 2007 through the signing of a Production Sharing Contract with the Government of the Republic of Kenya. These blocks, which cover 24,912 km2 between Tullow's recent oil discoveries and Apache's offshore gas well have been assigned prospective resources in excess of 3 billion barrels. Offshore Kenya, the anticipated perfection of a 10% participating interest in offshore Block L9 alongside partner Ophir Energy plc ("Ophir"), is estimated by Ophir to represent 270 million barrels or 1.18 Tcf of prospective resources net to Vanoil.

In the Seychelles, Vanoil's 25% participating interest alongside partner Afren plc ("Afren") in oil and gas exploration Areas A and B, which cover some 14,319 km2, entitles the Company to mean net unrisked prospective resources of 700 million barrels of oil-equivalent as estimated by Afren.

Vanoil also has the exclusive right to negotiate a production sharing contract with the Republic of Rwanda covering 1,631 km2 of oil and gas concessions in the northwestern part of the country, incorporating the eastern waters 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.

Cautionary Statement

By definition of the COGE Handbook, "Undiscovered resources are those quantities of oil and gas estimated on a given date to be contained in accumulations yet to be discovered." Further, the Handbook states - Caution (per NI 51-101/5.9(2)(v)(B)) - "There is no certainty that any portion of the resources will be discovered. If discovered, there is no certainty that it will be commercially viable to produce any portion of the resource."

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 x 227
    +1 604 685-5970 (FAX)
    www.vanoil.ca

    Media and investor enquiries:
    FTI Consulting
    Natalia Erikssen, Sara Powell
    +44 20 7269 9348