Petrolifera Petroleum announces closing of over-allotment option

CALGARY, Sept. 4 /CNW/ - Petrolifera Petroleum Limited ("Petrolifera" or the "Corporation") announced today that it has closed its previously announced over-allotment option (the "Over-Allotment Option") pursuant to the Corporation's equity offering of units ("Units") announced on August 12, 2009 (the "Offering"). The exercise of the Over-Allotment Option resulted in the issuance of 8,523,000 Units at a price of $0.88 per Unit for gross proceeds of $7,500,240. 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 per Common Share, 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 was approximately $57.5 million. Upon closing of the Over-Allotment Option, the Corporation has 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.

The Offering was conducted through a syndicate of underwriters with Thomas Weisel Partners Canada Inc., Cormark Securities Inc. and RBC Capital Markets as co-lead underwriters and including GMP Securities L.P., Tristone Capital Inc., Scotia Capital Inc., Jennings Capital Inc., Octagon Capital Corp. and D&D Securities Company.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States or any other jurisdiction outside of Canada, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Units offered, including Common Shares and Warrants which comprise such Units, have not been, and will not be, registered under the 1933 Act, as amended (the "1933 Act"), or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the 1933 Act and applicable state securities laws.

Petrolifera Petroleum Limited is a Calgary-based crude oil, natural gas and natural gas liquids exploration, development and production company with operations in Argentina, Colombia and Peru. The Corporation's main production platform is at Puesto Morales Norte in Argentina. Extensive undeveloped lands are held in all three countries, including three licenses in Peru and three blocks in Colombia.