/NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES NEWSWIRE SERVICES/
CALGARY, Oct. 3, 2013 /CNW/ - Pine Cliff Energy Ltd. (" Pine Cliff" or the " Corporation") ( TSX Venture: PNE) is pleased to announce that in connection with its previously announced marketed offering of common shares in the capital of Pine Cliff (" Common Shares"), it has entered into an underwriting agreement (the " Underwriting Agreement") with a syndicate of underwriters, providing for the purchase and sale of 18,200,000 Common Shares at a price of $1.10 per Common Share (the " Offering Price") for gross proceeds of approximately $20,020,000 (the " Offering"). The Offering Price represents a 2.65% discount to the October 2, 2013 closing price of Pine Cliff's common shares on the TSX Venture Exchange, being $1.13 per common share. Closing of the Offering is expected to occur on or about October 17, 2013.
In connection with the Offering, Pine Cliff filed a preliminary short form prospectus on October 2, 2013 (the " Preliminary Prospectus") in each of the Provinces of British Columbia, Alberta, Saskatchewan, Manitoba and Ontario and the Preliminary Prospectus is available on SEDAR at www.sedar.com.
The Offering is being conducted through a syndicate of underwriters led by Paradigm Capital Inc., and including Clarus Securities Inc., AltaCorp Capital Inc., FirstEnergy Capital Corp., GMP Securities L.P., Haywood Securities Inc., Jennings Capital Inc. and Scotia Capital Inc. (collectively, the " Underwriters").The net proceeds from the Offering will be used to initially reduce indebtedness under Pine Cliff's credit facility and for general corporate purposes. Pine Cliff is a growth oriented oil and gas company that has been actively acquiring material asset positions in the Western Canadian Sedimentary Basin (" WCSB") to enlarge its current core areas and create new core areas of production with significant reserves and drilling inventories. It is the intent of Pine Cliff to continue this strategy. The repayment of the outstanding indebtedness under the credit facility with the net proceeds from the Offering will enable Pine Cliff to continue to pursue opportunities that it feels fit within this strategy. Pine Cliff believes that having capital available (through borrowings under its credit facility or otherwise) to pursue its strategy will permit it to be in a position to act quickly if any such opportunities arise. The closing of the Offering is subject to certain conditions including, but not limited to, the receipt of all necessary third party and regulatory approvals, including the approval of the TSX Venture Exchange.