DALLAS--(BUSINESS WIRE)--Maverick Oil and Gas, Inc. (OTCBB:MVOG) today announced that it has sold
$6,750,000 in principal amount of 8% secured convertible debentures and
warrants for gross proceeds of $6,000,000. The debentures are
convertible into shares of our common stock at a conversion price of
$0.80 per share.
Under the purchase agreement for the debentures, we issued warrants to
purchase 13,500,000 shares of common stock at an exercise price of $0.20
per share. Also, by operation of the anti-dilution provisions of a prior
investment made by these investors in January 2006 and June 2006, the
exercise price of existing warrants will be reduced to $0.20 per share
and those warrants will be exercisable for an additional 4,500,000
shares of common stock. The purchase agreement requires us to register
the shares issuable upon the conversion of the debentures and the
exercise of the warrants for resale on behalf of the investors.
The debentures, warrants and the common stock issuable upon conversion
of the debentures or exercise of the warrants have not been registered
under the Securities Act of 1933, or any state securities laws, and were
sold in a private transaction. These securities may not be re-offered or
resold in the United States unless the re-offer or resale is registered
or unless exceptions from the registration requirements of the
Securities Act of 1933 and applicable state laws are available. This
press release does not constitute an offer to sell or the solicitation
of an offer to purchase securities in any jurisdiction in which such
offer or sale would be unlawful prior to registration or qualification
under the securities laws of such jurisdiction.
We intend to use the proceeds we receive from various asset sales to
redeem to the maximum extent possible the debentures we issued in this
transaction and debentures we issued in two transactions earlier this
year. The Company will file a Form 8-K Current report with the SEC
delineating the transaction in greater detail.
Barnett Shale, Wise County, Texas
We have engaged Albrecht & Associates, Inc, to market our interest in
the Barnett Shale Project in Wise Country, Texas. The data room for this
sale is ongoing and is expected to be completed in mid-December with
bids anticipated prior to the end of the year.
Whitewater, Delta and Mesa, County, Colorado
We are negotiating the sale of our Whitewater project in Colorado with
an effective date of May 1, 2006. This sale, if consummated, should
close prior to the end of the year.
Fayetteville Shale, Woodruff County, Arkansas
We are actively seeking industry partners to invest in further testing
of our existing three Fayetteville wells and in additional drilling
within our overall acreage position. If negotiations for further
investments can be concluded new activity could commence early in 2007.
James A. Watt, Chairman and Chief Executive Officer of Maverick stated, “This
sale of our debentures completes the initial step of our effort to raise
the new capital that is critical to the success of the Company. We
remain committed to positioning the company to build value for its
shareholders.”
About Maverick Oil and Gas
We are an early stage independent energy company engaged in oil and gas
exploration, exploitation, development and production. We currently
participate in these activities through the interests we hold in oil and
gas exploration and development projects in Arkansas, Texas and
Colorado. We will seek to acquire other exploration and production
properties and from time to time sell or trade interests in properties
in an effort to maximize value for our shareholders. For more
information about the Company, please visit our website at www.maverickoilandgas.com
This press release contains forward looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended,
regarding future results, levels of activity, events, trends or plans.
We have based these forward-looking statements on our current
expectations and projections about such future results, levels of
activity, events, trends or plans. These forward looking statements are
not guarantees and are subject to known and unknown risks, uncertainties
and assumptions about us that may cause our actual results, levels of
activity, events, trends or plans to be materially different from any
future results, levels of activity, events, trends or plans expressed or
implied by such forward-looking statements. In some cases, you can
identify forward-looking statements by terminology such as guidance,
may, will, should, could, would, expect, plan, anticipate, believe,
estimate, continue or the negative of such terms or other such
expressions. Important factors that could cause actual results to differ
materially from our expectations, include but are not limited to: (1)
our ability to secure additional capital in an amount sufficient to
finance our anticipated drilling and development costs, given our
currently limited capital resources; (2) whether our efforts to sell
certain of our assets will be successful and whether those sales will
generate proceeds sufficient to redeem our outstanding debentures, (3)
our ability to sustain operations for a period of time necessary to
implement certain of our development plans, given our currently limited
resources: (4) whether drilling efforts can be completed within our
estimated time and cost budgets in view of the risks and uncertainties
normally associated with drilling projects;(5) whether ultimate
production may be achieved, and if so, in a manner consistent with
either initial test results or our expectations, given the uncertainties
associated with drilling and extraction of oil and gas reserves; (6)
whether long term test results will justify the drilling of additional
wells; (7) when such additional wells may be drilled; and (8) the
ability to drill for and extract commercial quantities of oil and gas..
As they pertain to our business, in general, important factors that
could cause our actual results to differ materially from our
expectations, include but are not limited to those factors disclosed in
our annual report on Form 10-KSB, our other filings with the Securities
and Exchange Commission, as well as our other public documents and press
releases which can be found on our web site (www.maverickoilandgas.com).
Readers are cautioned not to place undue reliance on our forward looking
statements, as they speak only as of the date made. Such statements are
not guarantees of future performance or events and we undertake no
obligation to disclose any revision to these forward looking statements
to reflect events or circumstances occurring after the date hereof.