LONGREACH OIL AND GAS ANNOUNCES FILING OF ADDENDUM TO ITS FILING STATEMENT
AND UPDATE ON ITS QUALIFYING TRANSACTION
TORONTO, Sept. 22 /CNW/ - LONGREACH OIL AND GAS LIMITED (formerly Chairman Capital Corp., the "Longreach" or the "Company") is pleased to announce that on September 21, 2010 it filed on SEDAR an addendum (the "Addendum") to its Filing Statement dated July 19, 2010. Copies of the Addendum and the Filing Statement are available under the Company's SEDAR profile at www.sedar.com.
The Company is also pleased to announce that it expects to close its qualifying transaction (the "Transaction") described in the Filing Statement later this week or during the course of the week of September 27, 2010. As a result of the Transaction, the Company will, among other things, acquire Longreach Oil and Gas Ventures Limited ("Ventures"). Further information regarding the Transaction is set out in the Filing Statement and the Addendum.
As part of and prior to the closing of the Transaction, Ventures will complete a concurrent private placement of 1,166,759 "Units" at a price of Cdn.$3.00 per Unit for proceeds of Cdn.$3,500,277. Each Unit will consist of one common share of Ventures and one-half of one Ventures common share purchase warrant. In connection with the Transaction the 1,166,759 Ventures shares and 583,379.5 Ventures share purchase warrants comprising the Ventures Units will be exchanged for approximately 3,761,631 shares and approximately 1,880,815 share purchase warrants of the resulting issuer. Additional information regarding the private placement is set out in the Filing Statement.
The Company previously received conditional approval of the TSX Venture Exchange (the "TSX-V"), subject to the completion of the Transaction and certain other conditions, to list its shares on the TSX-V under the symbol "LOI".
Statements in this press release regarding Longreach's and Venture's businesses and the Transaction which are not historical facts are "forward-looking statements" that involve risks and uncertainties, such as the terms and completion of the proposed transaction. Since forward-looking statements address future events and conditions, by their very nature, they involve inherent risks and uncertainties. Actual results in each case could differ materially from those currently anticipated in such statements.
Completion of the Transaction is subject to a number of conditions, including but not limited to, Exchange acceptance. There can be no assurance that the transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the Filing Statement and the Addendum, any information released or received with respect to the Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release
The securities offered pursuant to the private placement have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or the securities laws of any state of the United States and these securities may not be offered or sold, directly or indirectly, within the United States or to or for the account or benefit of a U.S. person (as defined in Regulation S under the U.S. Securities Act) without registration under the U.S. Securities Act and any applicable state securities laws unless an exemption from registration is available. This news release is not an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction.
For further information:
Longreach | ||
Jonathan Aune | Chief Executive Officer | (905) 875-5587 |
Additional information on Longreach Oil and Gas Limited can also be found at www.sedar.com.
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