News from CNW Group

Underwriters exercise full over-allotment option

08:45 EDT Wednesday, September 02, 2009

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CALGARY, Sept. 2 /CNW/ - Petrolifera Petroleum Limited ("Petrolifera" or the "Corporation") announced today that it has received notice from Thomas Weisel Partners Canada Inc., Cormark Securities Inc. and RBC Capital Markets, on behalf of the underwriters of the Corporation's equity financing announced August 12, 2009 (the "Offering"), that the underwriters have exercised their over-allotment option in full to purchase an additional 8,523,000 units ("Units") at a price of $0.88 per Unit for gross proceeds of $7,500,240 (the "Over-Allotment Option"). Each Unit consists of one common share in the capital of the Corporation (each, a "Common Share") and one-half of one Common Share purchase warrant of the Corporation (each whole Common Share purchase warrant, a "Warrant"). Each Warrant entitles the holder thereof to purchase one Common Share (each a "Warrant Share") at an exercise price of $1.20 per Warrant Share at any time up to 5:00 pm (Calgary time) on August 28, 2011. In the event that the 20-day volume weighted average price of the Common Shares on the Toronto Stock Exchange (or such other stock exchange or quotation system on which the Common Shares are listed and where a majority of the trading volume occurs), exceeds $2.50, the Corporation may, within five business days after such an event, provide notice to the holders of Warrants ("Warrantholders") of early expiry and thereafter the Warrants will expire on the date which is 30 days after the date of the notice to the Warrantholders. As a result of the exercise of the Over-Allotment Option, the aggregate gross proceeds to Petrolifera of the Offering will now be approximately $57.5 million. The closing of the Over-Allotment Option is expected to occur on or about September 4, 2009. Upon closing of the Over-Allotment Option, the Corporation will have 120,621,010 Common Shares and 32,671,500 Warrants issued and outstanding on a basic basis and 156,631,677 Common Shares issued and outstanding on a fully diluted basis.

Connacher Oil and Gas Limited ("Connacher"), a significant shareholder of the Corporation, did not acquire any additional securities of Petrolifera pursuant to the Over-Allotment Option. Following closing of the Over-Allotment Option, Connacher will own 26,898,859 Common Shares and 6,778,000 Warrants (approximately 22 percent of the outstanding Common Shares) on a basic basis and will own 33,676,859 Common Shares (approximately 22 percent of the outstanding Common Shares) on a fully diluted basis."

Best Wishes; Scott