/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE
SERVICES OR FOR DISSEMINATION IN THE U.S./
CALGARY, July 13, 2016 /CNW/ - Madalena Energy Inc.
("Madalena" or the "Company") (TSXV: MVN and OTCQX: MDLNF) is
pleased to announce an initial closing of CAD$1.8 million, primarily to insiders, of a
non-brokered private placement of 12% secured convertible
debentures with a June 30, 2019
maturity date (the "Convertible Debentures"). The Madalena
Board of Directors has authorized the issuance of up to
CAD$10 million of Convertible
Debentures and as such, additional closings may occur.
The recent positive ownership changes at Coirón Amargo provided
the Company with operatorship and a 90% working interest at Coirón
Amargo Sur Este. These changes also
reduced near-term work commitments at Coirón Amargo and when
combined with the proceeds of the private placement, will help to
alleviate the current liquidity challenges facing the Company.
The Convertible Debentures are convertible into common shares of
the Company ("Common Shares") at a conversion price of
CAD$0.25 per Common Share. Interest
on the Convertible Debentures will be payable semi-annually, in
arrears. The Company may, upon notice to holders of
Convertible Debentures, prepay the outstanding principal of the
Convertible Debentures and any unpaid interest thereon at a price
equal to:
- 106% of such amount if such notice is provided within 6 months
of the closing date of the issuance of the relevant Convertible
Debentures (the "Closing Date");
- 105% of such amount if such notice is provided between 6 -12
months after the Closing Date;
- 104% of such amount if such notice is provided between 12 -18
months after the Closing Date;
- 103% of such amount if such notice is provided between 18 - 24
months after the Closing Date; and
- 102% of such amount if such notice is provided 24 months (or
later, up to the maturity date) after the Closing Date.
If a "Change of Control" (as defined in the trust indenture for
the Convertible Debentures) occurs within the time frames above, a
similar call premium is payable to holders of Convertible
Debentures.
The Convertible Debentures will not be listed on a stock
exchange and are subject to a Canadian hold period that expires
four months and a day after the Closing Date. The above
description of the Convertible Debentures is in summary form and is
subject to the details provided in the trust indenture for the
Convertible Debentures, a copy of which will be made available on
SEDAR.
About Madalena Energy
Madalena is an independent, Canadian-based, Argentina focused upstream oil and gas company
with operations in four provinces of Argentina where it is focused on the
delineation of unconventional resources in the Vaca Muerta shale,
Lower Agrio shale and Loma Montosa
oil plays. The Company is implementing horizontal drilling and
completions technology to develop both its conventional and
resource plays.
Madalena trades on the TSX Venture Exchange under the symbol MVN
and on the OTCQX under the symbol MDLNF.
Reader Advisories
Forward Looking Information
The information in this news release contains certain
forward-looking statements. These statements relate to future
events or our future performance. All statements other than
statements of historical fact may be forward-looking statements.
Forward-looking statements are often, but not always, identified by
the use of words such as "seek", "anticipate", "plan", "continue",
"estimate", "approximate", "expect", "may", "will", "project",
"predict", "potential", "targeting", "intend", "could", "might",
"should", "believe", "would" and similar expressions. These
statements involve substantial known and unknown risks and
uncertainties, certain of which are beyond the Company's control,
including: the impact of general economic conditions; industry
conditions; changes in laws and regulations including the adoption
of new environmental laws and regulations and changes in how they
are interpreted and enforced; fluctuations in commodity prices and
foreign exchange and interest rates; stock market volatility and
market valuations; volatility in market prices for oil and natural
gas; liabilities inherent in oil and natural gas operations;
uncertainties associated with estimating oil and natural gas
reserves; competition for, among other things, capital,
acquisitions, of reserves, undeveloped lands and skilled personnel;
incorrect assessments of the value of acquisitions; changes in
income tax laws or changes in tax laws and incentive programs
relating to the oil and gas industry; geological, technical,
drilling and processing problems and other difficulties in
producing petroleum reserves; and obtaining required approvals of
regulatory authorities. The Company's actual results, performance
or achievement could differ materially from those expressed in, or
implied by, such forward-looking statements and, accordingly, no
assurances can be given that any of the events anticipated by the
forward-looking statements will transpire or occur or, if any of
them do, what benefits the Company will derive from them. These
statements are subject to certain risks and uncertainties and may
be based on assumptions that could cause actual results to differ
materially from those anticipated or implied in the forward-looking
statements. The forward-looking statements in this news release are
expressly qualified in their entirety by this cautionary statement.
Except as required by law, the Company undertakes no obligation to
publicly update or revise any forward-looking statements. Investors
are encouraged to review and consider the additional risk factors
set forth in the Company's Annual Information Form, which is
available on SEDAR at www.sedar.com.
Neither the TSX Venture Exchange nor its Regulation Service
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
THE SECURITIES OFFERED HAVE NOT BEEN REGISTERED UNDER THE U.S.
SECURITIES ACTOF 1933, AS AMENDED, AND MAY NOT BE OFFERED OR SOLD
IN THE UNITED STATES ABSENT
REGISTRATION OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS.
THIS PRESS RELEASE SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE
SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THE
SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE
WOULD BE UNLAWFUL.
SOURCE Madalena Energy Inc.