Waldron Energy Corporation

Waldron Energy Corporation

December 30, 2013 18:15 ET

Waldron Energy Corporation Announces Closing of $4.3 Million Private Placement Financing, Conditional Approval of Previously Announced $2.0 Million Private Placement and Operations Update

CALGARY, ALBERTA--(Marketwired - Dec. 30, 2013) - Waldron Energy Corporation ("Waldron" or the "Corporation") (TSX:WDN) is pleased to announce that it has closed the previously announced non-brokered private placement for 9,454,781 common shares on a flow-through basis ("Flow-Through Shares") at $0.45 per share for gross proceeds of approximately $4.3 million.

Waldron is also pleased to announce that it has received conditional listing approval from the Toronto Stock Exchange ("TSX") for its previously announced private placement to ANG Partners, Ltd., an associate of Mr. James W. Collins, a controlling shareholder and member of the Board of Directors of Montana Exploration Corp., for 4,444,445 Waldron common shares at $0.45 per share for gross proceeds of $2.0 million. Final approval is subject to customary closing conditions. In accordance with the executed subscription agreement of ANG Partners, Ltd., one half of the proceeds has been received by Waldron in trust pending final TSX approval of the private placement. The remaining proceeds will be received on or before January 15, 2014.

During the latter part of the fourth quarter 2013, Waldron drilled and completed a Falher horizontal exploration oil well at Crystal 16-32-44-3W5. Based on post-fracture stimulation, Waldron expects the well to be capable of 100 to 140 barrels a day of oil production when placed on production in early January. Waldron owns six net sections of land at Crystal that are mapped as prospective in the Falher zone. Workover operations at two offset 100% Waldron owned Crystal vertical wells are available to test this new oil play concept.

As part of its continual operation to optimize its Belly River oil and water flood operations in the Ferrybank area, two wells were returned to production in December 2013 adding 45 barrels a day of net oil production. Waldron has 30 shut in oil wells that can be returned to oil production as part of the 100% Waldron owned Ferrybank Belly River water flood scheme. Additionally, at Twining 16-14-31-24W4, Waldron owns 85% of a horizontal Pekisko horizontal oil well that was returned to production in late November 2013 and since then the well has averaged 70 barrels a day of net oil production. Waldron owns a second horizontal Pekisko oil well at Twining that is available for a similar project.

Investor Information

Waldron is a Calgary, Alberta based corporation engaged in the exploration, development and production of petroleum and natural gas. The Corporation's common shares are currently listed on the Toronto Stock Exchange under the trading symbol "WDN." Additional information regarding Waldron is available under the Corporation's profile at www.sedar.com or at the Corporation's website, www.waldronenergy.ca.

Forward-Looking and Cautionary Statements

This news release contains forward-looking statements relating to the Corporation's plans and other aspects of the Corporation's anticipated future operations, strategies, financial and operating results and business opportunities. These forward-looking statements may include opinions, assumptions, estimates, management's assessment of value, reserves, future plans and operations.

Forward-looking statements typically use words such as "will," "anticipate," "believe," "estimate," "expect," "intend," "may," "project," "should," "plan," and similar expressions suggesting future outcomes, and include statements that actions, events or conditions "may," "would," "could," or "will" be taken or occur in the future. Specifically, this press release contains forward-looking statements relating to, among others: the private placements; satisfaction of the conditions to completion of the private placements; approval of the private placements by the TSX; closing of the private placements; the expected proceeds of the private placements; the timing and qualification of certain flow-through expenditures; expected production from the Falher horizontal exploration well; the viability of returning shut-in wells to production; and other expectations, beliefs, plans, goals, objectives, assumptions, information and statements about possible future events, conditions, results of operations or performance.

The forward-looking statements are based on various assumptions including the anticipated completion of the private placements; assumptions concerning the timing of court, regulatory, stock exchange, shareholder and other third party approvals; the ability of the parties to satisfy, in a timely manner, the other conditions to the closing of the private placements; the state of the economy and the exploration and production business; results of operations; business prospects and opportunities; future exchange and interest rates; the Corporation's ability to obtain equipment in a timely manner to carry out exploration and development activities; the success of current and future wells; estimates of production; and the ability of the Corporation to access capital and credit, including hedging opportunities. The foregoing list of assumptions is not exhaustive. While the Corporation considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect. Failure to obtain the necessary approvals, or the failure of Waldron to otherwise satisfy the conditions to the private placements may result in the private placements not being completed on the proposed terms, if at all.

Forward-looking statements are subject to a wide range of assumptions, known and unknown risks and uncertainties and other factors that contribute to the possibility that the predicted outcome will not occur, including, without limitation: risks associated with the ability of the parties to satisfy the conditions to closing the private placements; risks involved in oil and gas exploration, development, exploitation, production, marketing and transportation; loss of markets; volatility of commodities prices; currency fluctuations; imprecision of reserves estimates; environmental risks; competition from other producers; inability to retain drilling rigs and other services; general economic conditions; delays resulting from or inability to obtain required court, regulatory,stock exchange, shareholder and other third party approvals ; and ability to access sufficient capital from internal and external sources. Readers are cautioned that the foregoing list of factors is not exhaustive.

Although Waldron believes that the expectations represented by such forward-looking statements are reasonable, there can be no assurance that such expectations will be realized. As a consequence, actual results may differ materially from those anticipated in the forward-looking statements and you should not rely unduly on forward-looking statements. The forward-looking statements contained in this news release are made as of the date of this news release. Except as required by applicable law, Waldron does not undertake any obligation to publicly update or revise any forward-looking statements.

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