Enterprise Announces Terms of Financing and Execution of the Cerda Williston Basin Acreage Acquisition Agreement
June 20 2011 - 1:02PM
Marketwired Canada
NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. WIRE SERVICES
Enterprise Energy Resources Ltd. (the "Company") (TSX VENTURE:EER) is pleased to
announce that it has arranged a non-brokered private placement of up to 20
million units of the Company (the "Units") at a price of $0.60 per Unit for
gross proceeds of up to $12 million (the "Financing"). Each Unit will consist of
one common share and one-half of one common share purchase warrant. Each whole
warrant will entitle the holder to purchase an additional common share at a
price of $0.80 for a period of six months from closing and thereafter at a price
of $1.00 for an additional six months.
Closing of the Financing is anticipated to occur on or before June 24th, 2011
and is subject to regulatory approval. Securities issued under the Financing
will be subject to a four month hold period beginning upon their issuance. The
Financing replaces the previously announced brokered financing of subscription
receipts.
The Company also announces that it has entered into a definitive agreement (the
"Cerda Agreement") and agreed to amended terms in respect of its previously
announced transaction to acquire all of the shares of Cerda Capital Corporation
("Cerda") from EVO Energy Ltd. ("EVO"). The number of common shares of the
Company to be proportionately issued to the shareholders of EVO will increase to
an aggregate of 8,333,333 shares, with all other terms of the acquisition to
remain as previously announced. The proceeds of the Financing will be used to
fund the acquisition of the shares of Cerda (the "Cerda Acquisition"), for
ongoing capital expenditures across the Company's core asset base in the
Williston Basin of Montana and North Dakota and for general corporate purposes.
Closing of the Cerda Acquisition will be subject to a number of conditions,
including but not limited to: (a) completion of due diligence; (b) the approval
of the TSXV; and (c) the completion of the Financing. The Company anticipates
the Cerda Acquisition will close on or about June 28th, 2011.
Update on Williston Basin Leasing Program
The Company previously announced that it had entered into a letter agreement to
acquire from Unconventional Energy Partners L.P. all of the shares of Basin
Petroleum Ltd. ("Basin"). The closing of the acquisition of the shares of Basin
is subject to a number of conditions, including the entering into of a
definitive agreement and the completion of due diligence, which is ongoing.
ENTERPRISE ENERGY RESOURCES LTD.
Geoff Carrington, President & CEO
This press release does not constitute an offer to purchase securities. The
securities to be offered in the offering have not been and will not be
registered under the United States Securities Act of 1933, as amended, or any
state securities laws and may not be offered or sold in the United States or to,
or for the benefit or account of, a U.S. person, except pursuant to an available
exemption from such registration requirements.
Cautionary Note Regarding Forward-Looking Statements
Except for the statements of historical fact contained herein, the information
presented constitutes "forward looking statements". Such forward-looking
statements, including but not limited to those with respect to the closing of
the Financing, the closing of the Cerda Acquisition, the closing of the
acquisition of shares of Basin, uncertainties and other factors which may cause
the actual results, performance or achievements of the Company, Cerda Capital
Corporation or Basin Petroleum Limited to be materially different from any
future results, performance or achievements expressed or implied by such
forward-looking statements. Although the Company has attempted to identify
important factors that could cause actual results to differ materially, there
may be other factors that cause results not to be as anticipated, estimated or
intended. There can be no assurance that such statements will prove to be
accurate, as actual results and future events could differ materially from those
anticipated in such statements. Accordingly, readers should not place undue
reliance on forward-looking statements.
Shares Outstanding: 21,706,782
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