Pace Oil & Gas Ltd. Announces Increase to its Bought Deal Financing

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CALGARY, ALBERTA--(Marketwire - Nov. 24, 2010) -


Pace Oil & Gas Ltd. (TSX:PCE) ("Pace") is pleased to announce that it has increased the flow-through portion of its previously announced bought deal financing to 1,142,670 flow-through common shares. The syndicate of underwriters, co-led by National Bank Financial Inc. and Paradigm Capital Inc. and including Cormark Securities Inc., FirstEnergy Capital Corp. and Acumen Capital Finance Partners Limited (collectively, the "Underwriters"), have agreed to purchase for resale to the public, on a bought deal basis, an additional 102,670 Common Shares, to be issued on a "flow-through" basis under the Income Tax Act (Canada) with respect to Canadian exploration expense ("Flow-Through Common Shares"), at a price of $9.70 per Flow-Through Common Share for additional gross proceeds of approximately $995,899. Total gross proceeds of the Flow-Through financing will now be approximately $11,083,899.

The net proceeds from the Flow-Through Common Shares financing will be used to fund ongoing exploration activities eligible for Canadian exploration expenses which will be renounced in favour of the subscribers of the of the Flow-Through Common Shares effective on or before December 31, 2010. Closing of the Financing is subject to customary conditions and regulatory approvals, including the qualification for distribution of the Common Shares and Flow-Through Common Shares by way of short form prospectus in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba and Ontario and the approval of the TSX, and is expected to close on or about December 16, 2010.

The securities offered have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or applicable 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 jurisdiction in which such offer, solicitation or sale would be unlawful.


Pace is a growth oriented, intermediate producer with a breadth of oil and gas resource opportunities focused in Alberta. Pace's common shares trade on the TSX under the symbol PCE. Pace currently has 40.0 million basic and 43.4 million fully diluted shares outstanding prior to the Financing.


Certain statements contained within this press release constitute 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", "budget", "plan", "continue", "estimate", "expect", "forecast", "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", "believe" and similar expressions. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward looking statements.
In particular, this press release contains the following forward looking statements pertaining to, without limitation, the following: expectations and assumptions concerning receipt of required regulatory approvals and the satisfaction of other conditions to the completion of and use of proceeds from the Financing; Pace's future production volumes; and anticipated capital expenditures. In addition, statements relating to "reserves" or "resources" are deemed to be forward looking statements, as they involve the implied assessment, based on certain estimates and assumptions, that the resources and reserves described can be profitably produced in the future.

With respect to the forward looking statements contained in this press release, Pace has made assumptions regarding: future commodity prices; the impact of royalty regimes and certain royalty incentives, the timing and the amount of capital expenditures; production of new and existing wells and the timing of new wells coming on stream; future operating expenses including processing and gathering fees; the performance characteristics of oil and natural gas properties; the size of oil and natural gas reserves;. We believe the expectations reflected in those forward looking statements are reasonable but no assurance can be given that these expectations will prove to be correct and such forward looking statements included in, or incorporated by reference into, this press release should not be unduly relied upon. These statements speak only as of the date of this press release or as of the date specified in the documents incorporated by reference into this press release, as the case may be. The actual results could differ materially from those anticipated in these forward looking statements as a result of the risk factors set forth including: volatility in market prices for oil and natural gas; counterparty credit risk; access to capital; changes or fluctuations in production levels; 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; stock market volatility and market valuation of Pace stock; geological, technical, drilling and processing problems; limitations on insurance; changes in environmental or legislation applicable to our operations, and our ability to comply with current and future environmental and other laws; changes in income tax laws or changes in tax laws and incentive programs relating to the oil and gas industry; and the other factors discussed under "Risk Factors" in our Joint Information Circular dated May 10, 2010 filed on SEDAR. Readers are cautioned that the foregoing lists of factors are not exhaustive. The forward looking statements contained in this press release and the documents incorporated by reference herein are expressly qualified by this cautionary statement. The forward looking statements contained in this document speak only as of the date of this document and Pace does not assume any obligation to publicly update or revise them to reflect new events or circumstances, except as may be required pursuant to applicable securities laws.

Neither the TSX nor its Regulation Services Provider (as that term is defined in the policies of the TSX) accepts responsibility for the adequacy or accuracy of this release.

Pace Oil & Gas Ltd.
Fred Woods
President & CEO
(403) 303-8505
Pace Oil & Gas Ltd.
Judy Stripling
Executive Vice-President & CFO
(403) 303-8502