RPC Raise Production Inc

/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S./ CALGARY, July 18, 2012 /CNW/ - Raise Production Inc. ("Raise" or the "Company") announces it has entered into an engagement letter with Macquarie Private Wealth Inc. (the "Agent") for a private placement of units of the Company. Subject to regulatory approval, the Company intends to proceed with a private placement of 23,333,333 units at a price of $0.15 per unit for aggregate gross proceeds of up to $3,500,000 (the "Private Placement"). Each unit (a "Unit") will consist of one common share and one common share purchase warrant (a "Warrant"). Each Warrant shall be exercisable for an 18 month period from date of issue at a price of $0.225. The Agent shall be entitled to receive a cash commission of 7% on the gross proceeds raised under the Private Placement. The Company will also issue agent's options to the Agent and its designated sub-agents, if any, in a number equal to 7% of the number of Units issued under the private placement (the "Agent's Options"). Each Agent's Option shall be exercisable for a period of 18 months from the closing of the private placement at a price of $0.15 per unit. Each Agent's Option is exercisable for one Unit. The Units are expected to be offered through the Agents to "accredited investors" within the meaning of National Instrument 45-106, or such other qualified persons as may be determined by the Agent and Raise. It is expected that insiders of the Company will be participating in the private placement. The closing of the Private Placement is conditional upon, among other things, completion of satisfactory due diligence by the Agent and approval of the TSX Venture Exchange Inc. All of the securities issued pursuant to the Private Placement will be subject to a four month hold period from the date of issuance. The proceeds received by the Company from the Offering will be used for commercialization, development, and working capital. About Raise Production Inc. The Company is an innovative oilfield service company that focuses its efforts on the production service sector, the production services segment utilizes its patented products to enhance and increase ultimate production in both conventional and unconventional gas, oil, and CBM wells. The Company was founded in 1994 and is listed on the TSX Venture Exchange. This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any state in the United States in which such offer, solicitation or sale would be unlawful.  The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. 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 news release. This news release may contain forward-looking statements, including statements regarding the Private Placement and the use of proceeds from the Private Placement and other statements that are not historical facts. Forward-looking statements address future events and conditions and therefore, involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements. Such information is subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking information.  Readers are cautioned not to place undue reliance on forward-looking information, as no assurances can be given as to future results, levels of activity or achievements. Raise Production Inc. CONTACT: Eric Laing, President and Chief Executive OfficerRaise Production Inc.Suite 1810, 715 - 5th Ave S.W.Calgary, Alberta T2P 2X6Tel: (403) 699-7675E-mail: elaing@raiseproduction.comWeb site at: www.raiseproduction.com

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