CALGARY, ALBERTA--(Marketwire - November 14, 2011) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.
ARGOSY ENERGY INC. ("Argosy") (TSX:GSY) is pleased to announce that it has entered into an agreement with a syndicate of underwriters led by Haywood Securities Inc. and including GMP Securities L.P., Canaccord Genuity Corp. and Desjardins Securities Inc. (collectively, the "Underwriters") pursuant to which the Underwriters have agreed to purchase, on a "bought deal" basis, 1,000,000 common shares ("Common Shares") of Argosy at a price of $2.00 per Common Share (the "Common Share Issue Price") and 2,978,723 Common Shares to be issued as "flow-through shares" ("Flow-Through Shares") within the meaning of the Income Tax Act (Canada) (the "Tax Act") at a price of $2.35 per Flow-Through Share (the "Flow-Through Share Issue Price") for aggregate gross proceeds of $9.0 million (the "Offering").
Argosy has also granted the Underwriters an option (the "Over-Allotment Option") to purchase up to an additional 150,000 Common Shares at the Common Share Issue Price to cover over-allotments, if any, for additional gross proceeds of $300,000. The Over-Allotment Option is exercisable in whole or in part at any time until 15 days after the closing of the Offering.
Proceeds of the Offering will be used to fund capital expenditures for general corporate purposes and, in the case of the Flow-Through Shares, will be used to incur Canadian Exploration Expenses (as such term is defined in the Tax Act) prior to December 31, 2012. Argosy will renounce such Canadian Exploration Expenses to the subscribers of the Flow-Through Shares effective on or before December 31, 2011.
Pursuant to the Offering, the Common Shares and Flow-Through Shares will be offered in all provinces of Canada, except Quebec, by way of a short form prospectus and by way of private placement in the United States pursuant to exemptions from the registration requirements pursuant to Rule 144A and/or Regulation D of the United States Securities Act of 1933.
Closing of the Offering is expected to occur on or about December 1, 2011 and is subject to certain customary conditions including, but not limited to, the receipt of all necessary approvals including the approval of the Toronto Stock Exchange.
Argosy is a junior oil and gas company focused on the exploration and development of oil and natural gas in western Canada.
Advisory Regarding Forward-Looking Information
This press release contains forward-looking information concerning the closing date of the Offering and the anticipated use of the net proceeds of the Offering. Although Argosy believes that the expectations reflected in the forward-looking information is reasonable, undue reliance should not be placed on it because Argosy can give no assurance that it will prove to be correct. Since forward-looking information addresses future events and conditions, by its very nature it involves inherent risks and uncertainties. The closing of the Offering could be delayed if Argosy is not able to obtain the necessary regulatory and stock exchange approvals on the timelines it has planned. The Offering will not be completed at all if these approvals are not obtained or some other condition to the closing is not satisfied. Accordingly, there is a risk that the Offering will not be completed within the anticipated time or at all. The intended use of the net proceeds of the Offering by Argosy might change if the board of directors of Argosy determines that it would be in the best interests of Argosy to deploy the proceeds for some other purpose. The forward-looking information contained in this press release is provided as of the date hereof and Argosy undertakes no obligations to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities of Argosy within the United States. The securities of Argosy have not been and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act") or any state securities laws. Accordingly, the Common Shares and Flow-Through Shares may not be offered or sold in the United States or to U.S. persons (as such terms are defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws or an exemption from such registration is available.