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MNH

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Share Name Share Symbol Market Type
TSXV:MNH TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0 -

MENA Hydrocarbons Announces Private Placement Financing

14/12/2012 5:43pm

Marketwired Canada


MENA Hydrocarbons Inc. ("MENA" or the "Company") (TSX VENTURE:MNH) announced
today that it is proceeding with a non-brokered private placement (the
"Offering") of up to 25,000,000 million units at a price of $0.02 per unit for
gross proceeds of $500,000. Each Unit will consist of one common share and
one-half of one share purchase warrant. Each whole warrant is exercisable at a
price of $0.05 at any time within 12 months from the date of issue, and at a
price of $0.10 thereafter until two years from date of issue. The Offering is
being made pursuant to the Bulletin of the TSX Venture Exchange ("TSXV") dated
August 17, 2012 which provides for temporary relief from certain pricing
requirements. Mr. Magdy Bassaly is expected to subscribe for 25% of the Offering
($125,000 or 6,250,000 units) with the balance of the Offering to be subscribed
for by arm's length third parties.


The net proceeds of the financing will be used to fund the maintenance and
development of the Company's assets in Egypt, to repay amounts owing to arm's
length third party creditors in Egypt and Canada and for working capital
purposes. The Offering is necessary to support existing operations, activities
and assets, and none of the proceeds will be used to fund the purchase or
pursuit of new businesses, operations or activities, or to compensate, settle
indebtedness with, or otherwise satisfy obligations to, any person who is a
Related Party (as such term is defined in Policy 1.1 of the TSX Venture Exchange
Corporate Finance Manual).


Mr. Bassaly's participation in the Offering is considered a related party
transaction for the purposes of TSXV Policy 5.9 which incorporates the
requirements of Multilateral Instrument 61-101 - Protection of Minority Security
Holders in Special Transactions ("MI 61-101"). Mr. Bassaly's participation in
the Offering is exempt from the valuation and minority approval requirements of
MI 61-101 due to, amongst other available exemptions, the financial hardship
exemptions set out in sections 5.5(g) and 5.7(1)(e) of MI 61-101. A committee of
independent directors of the Company reviewed Mr. Bassaly's participation in the
Offering and determined that MENA is in serious financial difficulty, Mr.
Bassaly's participation in the Offering is designed to improve the financial
position of MENA, and the terms of the Offering related to his participation are
reasonable in the circumstances of MENA. Accordingly, the Offering is exempt
from minority shareholder approval and formal valuation requirements of M1
61-101.


Proceeding with the Offering is subject to the approval of the TSXV.

About MENA Hydrocarbons

MENA Hydrocarbons is an international oil and gas company focused on growing an
asset base of production, development and high impact exploration in the Middle
East and North Africa region. In Egypt, MENA owns and operates the development
lease for the Lagia oil field, a 32 square kilometre onshore block located on
the Sinai Peninsula, directly adjacent to the Gulf of Suez. In Syria, MENA owns
a 30% participating interest in Block 9 in Syria, a 10,032 square kilometre
onshore block prospective for crude oil, natural gas and condensate. In the
United States, MENA owns 6,242 gross acres (with an 81.2% average working
interest) in Northwestern Montana with light/medium oil reserves. MENA's shares
currently trade on the TSX Venture Exchange under the symbol "MNH".


Forward looking information 

This news release contains forward-looking information relating to the Offering
and use of proceeds of the Offering and other statements that are not historical
facts. Such forward-looking information is subject to important risks,
uncertainties and assumptions. The results or events predicated in this
forward-looking information may differ materially from actual results or events.
As a result, you are cautioned not to place undue reliance on these
forward-looking information.


Forward-looking information is based on certain factors and assumptions
regarding, among other things, the Company maintaining its stock exchange
listing; the availability of capital on acceptable terms or at all and the
timing such capital is needed; the impact of increasing competition; the general
stability of the economic and political environments in which the Company
operates or owns interests; the timely receipt of any required regulatory
approvals; the ability of the Company to obtain qualified staff, equipment and
services in a timely and cost efficient manner; drilling results; the ability of
the operator of the projects which the Company has an interest in to operate the
field in a safe, efficient and effective manner; the ability of the Company to
obtain financing on acceptable terms; field production rates and decline rates;
the ability to replace and expand oil and natural gas reserves through
acquisition, development of exploration; the timing and costs of pipeline,
storage and facility construction and expansion and the ability of the Company
to secure adequate product transportation; future oil and natural gas prices;
currency, exchange and interest rates; the regulatory framework regarding
royalties, taxes and environmental matters in the jurisdictions in which the
Company operates; and the ability of the Company to successfully market its oil
and natural gas products, and other similar matters. While the Company considers
these assumptions to be reasonable based on information currently available to
it, they may prove to be incorrect.


Forward looking-information is subject to certain factors, including risks and
uncertainties that could cause actual results to differ materially from what is
currently expected. These factors include risks associated with the Company's
ability to successfully maintain its stock exchange listing, the availability of
capital on acceptable terms or at all and the timing such capital is needed,
instability of the economic and political environments in which the Company
operates or owns interests, oil and gas exploration, development, exploitation,
production, marketing and transportation, loss of markets, volatility of
commodity prices, currency fluctuations, imprecision of reserve estimates,
environmental risks, competition from other producers, inability to retain
drilling rigs and other services, incorrect assessment of the value of
acquisitions, the inability to settle the definitive terms of the farmout
arrangements, failure to realize the anticipated benefits of acquisitions,
delays resulting from or inability to obtain required regulatory approvals and
ability to access sufficient capital from internal and external sources,
reliance on key personnel, regulatory risks and delays, including risks relating
to the acquisition of necessary licenses and permits, environmental risks and
insurance risks.


You should not place undue importance on forward-looking information and should
not rely upon this information as of any other date. While the Company may elect
to, the Company is under no obligation and does not undertake to update this
information at any particular time, except as required by law. 


FOR FURTHER INFORMATION PLEASE CONTACT: 
MENA Hydrocarbons Inc.
Magdy Bassaly
Interim President & Chief Executive Officer
Main Phone: +1(403) 930-7500
+1 (403) 930-7599 (FAX)


MENA Hydrocarbons Inc.
Jason Bednar
Vice President, Finance & Chief Financial Officer
Main Phone: +1(403) 930-7500
+1 (403) 930-7599 (FAX)


MENA Hydrocarbons Inc.
1000, 205 - 5th Avenue S.W.
Calgary, AB
T2P 2V7
general_inquiries@menahydrocarbons.com
www.menahydrocarbons.com

1 Year Mena Hydrocarbons Inc. Chart

1 Year Mena Hydrocarbons Inc. Chart

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1 Month Mena Hydrocarbons Inc. Chart