/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE
SERVICES OR DISSEMINATION IN THE UNITED
STATES/
CALGARY,
Aug. 11, 2014 /CNW/ - PanTerra
Resource Corp. ("PanTerra" or the
"Corporation") (TSX VENTURE: PRC) is pleased to
announce that it has obtained the final receipt (the "Final
Receipt") for the (final) short form prospectus of the
Corporation qualifying the distribution of 500,000,000 common
shares (the "Qualified Shares") of the Corporation issuable
pursuant to the exercise of 500,000,000 previously issued
subscription receipts (the "Subscription Receipts") of the
Corporation. Each Subscription Receipt entitled the holder thereof
to receive one Qualified Share, without any further payment or
action on the part of the holder, upon the issuance of the Final
Receipt.
The Subscription Receipts were issued on a
private placement basis pursuant to prospectus exemptions (the
"Offering") on June 27, 2014
at a price of $0.26 per Subscription
Receipt for gross proceeds of $130.0
million through a syndicate of underwriters co-led by
Desjardins Capital Markets and TD Securities Inc. and including
Raymond James Ltd., Beacon Securities Limited, Haywood Securities
Inc., CIBC World Markets Inc. and Clarus Securities Inc. The net
proceeds of the Offering were used by PanTerra to fund the purchase
of natural gas assets located in the Western Canadian
foothills in two acquisitions completed on July 31, 2014 and August
6, 2014. The remaining net proceeds of the Offering are
intended to be used by the Corporation to fund its ongoing
exploration and development activities on its existing and newly
acquired properties, for future potential acquisitions, if any, and
for general corporate purposes. For further particulars regarding
the acquisitions, see the press releases of the Corporation dated
July 31, 2014 and August 6, 2014.
The Corporation has delivered an irrevocable
direction to its transfer agent which authorizes and directs the
transfer agent to issue the Qualified Shares. In accordance with
the terms of the Subscription Receipt Agreement which governs the
Subscription Receipts, the Qualified Shares are deemed to be
automatically issued at 5:00 p.m.
(Calgary time) on August 11, 2014, being the date the irrevocable
direction is delivered to the transfer agent. The Qualified Shares
will be issued in electronic form in the name of "CDS & Co."
and will be deposited with CDS Clearing and Depository Services
Inc. ("CDS"). No certificates evidencing Qualified Shares
will be issued to holders and registration will be made through the
depository services of CDS. Holders of Qualified Shares will
receive only a customer confirmation from the underwriter or other
registered dealer who is a CDS participant and from or through whom
a beneficial interest in the Qualified Shares is acquired.
About PanTerra
PanTerra is a junior public oil and gas company
listed on the TSX Venture Exchange under the symbol "PRC", with
conventional and unconventional assets in Western Canada. The technical team has worked
together for over a decade in the Foothills Region of Western Canada, through two successful,
publicly traded companies. The unique skills and repeat success at
exploiting a complex, potentially prolific play type are
fundamental ingredients for a successful growth-oriented company in
Western Canada. Corporation
information can be found at: www.panterraresource.com.
This news release does not constitute an offer
to sell or the solicitation of an offer to buy any securities in
the United States, in any province
or territory of Canada or in any
other jurisdiction. The securities to be offered have not been, and
will not be, registered under the United States Securities Act of
1933, as amended (the "U.S. Securities Act") or any U.S. state
securities laws and may not be offered or sold in the United States absent registration or an
available exemption from the registration requirements of the U.S.
Securities Act and applicable U.S. state securities laws. There
shall be no sale of the securities in any jurisdiction in which an
offer to sell, a solicitation of an offer to buy or a sale would be
unlawful.
NEITHER TSX VENTURE EXCHANGE NOR ITS
REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE
POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR
THE ADEQUACY OR ACCURACY OF THIS RELEASE.
SPECIAL NOTE REGARDING FORWARD-LOOKING
INFORMATION
This press release contains certain statements or
disclosures relating to PanTerra that are based on the expectations
of PanTerra as well as assumptions made by and information
currently available to PanTerra which may constitute
forward-looking information under applicable securities laws. All
such statements and disclosures, other than those of historical
fact, which address activities, events, outcomes, results or
developments that PanTerra anticipates or expects may, or will
occur in the future (in whole or in part) should be considered
forward-looking information. In some cases, forward-looking
information can be identified by terms such as "forecast",
"future", "may", "will", "expect", "anticipate", "believe",
"potential", "enable", "plan", "continue", "contemplate",
"pro-forma", or other comparable terminology. In particular, this
press release makes reference to the issuance of Qualified Shares
issued on the exercise of the Subscription Receipts and the use of
proceeds of the Offering. Readers are cautioned that there is no
assurance that the Corporation will use the proceeds of the
Offering as disclosed herein. Many factors could cause the
performance or achievement by PanTerra to be materially different
from any future results, performance or achievements that may be
expressed or implied by such forward-looking statements. These
factors include the failure to obtain the required approvals.
Readers are cautioned that the foregoing list of factors is not
exhaustive. The forward-looking statements contained in this press
release are expressly qualified by this cautionary statement. The
Corporation is not under any duty to update any of the
forward-looking statements after the date of this press release or
to conform such statements to actual results or to changes in the
Corporation's expectations and the Corporation disclaims any intent
or obligation to update publicly any forward-looking statements,
whether as a result of new information, future events or results or
otherwise, other than as required by applicable securities
laws.
SOURCE PanTerra Resource Corp.