| October 13, 2011 |
| CGX Announces Investment by Pacific Rubiales |
TORONTO, ONTARIO--(Marketwire - Oct. 13, 2011) -
NOT FOR DISTRIBUTION TO US NEWS WIRE SERVICES OR DISSEMINATION IN THE US.
CGX Energy Inc. (TSX VENTURE:OYL) ("CGX") is pleased to announce that Pacific Rubiales Energy Corp. (TSX:PRE)(BVC:PREC) ("Pacific Rubiales") has agreed to purchase 58,720,000 common shares ("Offered Shares") of CGX at a price of $0.70 per Offered Share for an aggregate investment of $41,104,000. The investment by Pacific Rubiales will be made pursuant to CGX's recently announced bought deal financing through a syndicate of underwriters led by Cormark Securities Inc. and including GMP Securities L.P., Canaccord Genuity Corp., Macquarie Capital Markets Canada Ltd., Jennings Capital Inc. and Toll Cross Securities Inc. (collectively, the "Underwriters") whereby CGX has agreed to issue 114,300,000 Common Shares at a price of $0.70 per Common Share for aggregate gross proceeds of $80,010,000 (the "Offering"). Pursuant to the Offering, CGX has also granted the Underwriters an option (the "Over-Allotment Option") to purchase up to an additional 17,145,000 common shares of CGX to cover over-allotments, if any, at a price of $0.70 per common share for additional gross proceeds of $12,001,500. The use of the net proceeds of the Offering is set out under the heading "Use of Proceeds" in the final prospectus of CGX dated October 12, 2011.
Pacific Rubiales does not currently hold any common shares or other securities of CGX. Following completion of the Offering, Pacific Rubiales will hold approximately 19% of the outstanding common shares (18% of the outstanding common shares if the Over-Allotment Option is exercised in full). Accordingly, the purchase of Offered Shares by Pacific Rubiales will not result in the creation of a new control person of CGX as such term is defined under applicable Canadian securities legislation. As part of making the investment in CGX, Pacific Rubiales has agreed not to make any offers to purchase outstanding common shares or other securities of CGX for a period of 12 months without the prior consent of the board of directors of CGX.
The Offering and the investment by Pacific Rubiales are subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange and the applicable securities regulatory authorities. Closing of the Offering is expected to occur on or about October 19, 2011.
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