THE WOODLANDS, TX, March 13, 2014 /CNW/ - Porto Energy Corp.,
("Porto") (TSXV:PEC), today announced that Porto and its wholly-owned subsidiary Mohave
Oil and Gas Corporation ("Mohave" or the "Company") have entered
into a non-binding term sheet (the "Agreement") with Integrity
Growth Capital LLC (the "Lead Investor Representative") on behalf
of accredited investors, for a private placement of senior
unsecured convertible promissory notes (the "Notes") in the
principal minimum amount of US$10
million and up to US$15
million (the "Financing"). The proceeds from the Financing
will be used to drill, test and complete one Lias unconventional
resource well and for other corporate purposes as determined by a
Committee of the holders of Notes.
The Notes will be convertible into Mohave common
stock. The applicable conversion rate of each Note shall be
determined in a manner such that the holders of the Notes, in the
aggregate, will own ninety percent (90%) of the outstanding voting
capital stock of Mohave at the time of the conversion. The
remaining 10% of the Company at the time of the conversion will be
owned by Porto.
The closing of the Financing is expected to
occur on or before May 31, 2014 and,
if successful, is subject the negotiation and execution of
definitive agreements, board approval, the approval of Porto shareholders and regulatory approval
including the satisfaction of customary conditions of the
TSXV. Porto is no longer
pursuing the non-brokered private placement announced in its press
release dated November 12, 2013.
In connection with the Company's seismic data
sales agreement with TGS-NOPEC Geophysical Company ASA as disclosed
in its press release dated January 29,
2014, approval from the Portuguese government has yet to be
received. Management anticipates receiving this approval
soon.
Porto's common
shares trade on the TSX Venture Exchange under the symbol PEC.
Porto currently has 198,954,653
common shares outstanding. The Company currently has
$500,000 in cash.
About Porto Energy Corp.
Porto Energy Corp. is an international oil and
gas company engaged in the exploration of crude oil and natural gas
in Portugal, including the
appraisal of a gas discovery. Through its wholly owned
subsidiary, Mohave Oil And Gas Corporation (a Texas corporation with branch offices in
Portugal), Porto holds working interests in seven
concessions in Portugal's
Lusitanian Basin totaling 1.6 million net acres. Through its
exploration efforts to date, Porto
has identified seven major exploration trends over its concessions
and generated more than 45 prospects and leads. Porto Energy's
shares trade on the TSX Venture Exchange under the ticker symbol
"PEC". For more information on Porto Energy visit www.portoenergy.com.
Cautionary Statements
This press release contains certain
forward-looking statements. These statements relate to future
events or Porto's future
performance. All statements other than statements of historical
fact are forward-looking statements. The use of any of the words
"anticipate", "plan", "continue", "estimate", "expect", "may",
"will", "project", "should", "believe", "predict" and "potential"
and similar expressions are intended to identify forward-looking
statements. These statements involve known and unknown risks,
uncertainties and other factors that may cause actual results or
events to differ materially from those anticipated in such
forward-looking statements. No assurance can be given that these
expectations will prove to be correct and such forward-looking
statements should not be unduly relied upon. These forward-looking
statements are made as of the date of this press release and
Porto does not undertake to update
any forward-looking statements that are contained in this press
release, except in accordance with applicable securities laws.
Neither TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in the policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
SOURCE Porto Energy Corp.