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Q.B

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Share Name Share Symbol Market Type
TSXV:Q.B 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 -

Questfire Energy Corp. Announces Year End 2012 Financial Results and Files Its NI 51-101 Disclosure

29/04/2013 2:00pm

Marketwired Canada


NOT FOR DISSEMINATION IN THE UNITED STATES OR TO U.S. PERSONS.

Questfire Energy Corp. (the "Corporation" or "Questfire") (TSX VENTURE:Q.A) (TSX
VENTURE:Q.B) is pleased to announce that it has filed on SEDAR its audited
financial statements, related management's discussion and analysis ("MD&A") and
its Annual Information Form for the year ended December 31, 2012. The
Corporation has also filed today its reserves data and other oil and gas
information for the year ended December 31, 2012 as mandated by National
Instrument 51-101 Standards of Disclosure for Oil and Gas Activities. 


2012 Corporate Highlights



--  Averaged production of 82 barrels of oil equivalent (boe) per day (83
    percent natural gas) for the fourth quarter with low operating and
    transportation costs of $8.90/boe. 
--  Had production revenue, before royalties, of $212,957 for the quarter
    and $509,124 for the year. 
--  Signed a Letter of Interest on November 29, 2012 for the acquisition of
    approximately 5,900 boe per day of natural gas-weighted conventional
    assets. Subsequent to the end of the fourth quarter of 2012, Questfire
    continued to make progress with the acquisition and, as of this date, is
    working towards closing the acquisition by approximately April 30, 2013.



President's Message

The fourth quarter of 2012 continued to be a challenging time for the oil and
natural gas industry in Western Canada. In particular, publicly traded junior
oil and gas companies like Questfire were severely challenged by very limited
access to risk capital as stock markets and investors continued to be
risk-averse. Natural gas prices remained a challenge with great uncertainty
regarding the record-high natural gas storage levels and persistent low pricing
heading into the 2012-2013 winter heating season. The modest uptick in natural
gas prices experienced over the fall was not sufficient to revive the capital
markets' interest in Canadian gas-weighted junior producers. 


By the third quarter of 2012, Questfire's management team realized that the
publicly traded, junior oil and gas model of organic growth via drilling, which
had worked well for us in the past, was no longer feasible, due mainly to the
lack of risk capital available. We then made the decision to focus our efforts
on merger and acquisition opportunities. The Questfire team spent the fourth
quarter of 2012 in merger discussions with a number of other junior companies
and evaluated numerous asset packages for sale on the market.


Our efforts culminated in the preparation and submission of a bid in November
for approximately 5,900 boe per day of natural gas-weighted assets offered for
sale by Advantage Oil and Gas Ltd. ("Advantage"). Our bid was accepted and a
Letter of Interest was signed on November 29, 2012. Subsequent to the end of
2012, and following further negotiations and completion of our due diligence
review, a Purchase and Sale Agreement was signed on February 5, 2013 (and
amended on March 12, 2012). Further details of the acquisition have been
disclosed in press releases by Questfire on February 6, 2013 and on April 8,
2013. Consideration for the acquisition consists of $40 million in cash (funded
by new Questfire credit facilities with a Canadian chartered bank), $44 million
in senior secured convertible debentures and 1.5 million Class B shares.


At the time of this report Questfire is working towards closing the Advantage
acquisition on or about April 30, 2013. When the acquisition is closed,
Questfire will be a completely different company. Annualized cash flow from
operations in 2013 is forecast to be in the $20 million range, our production
base will be approximately 5,600 boe per day at closing and Questfire will have
a significant inventory of high-working-interest drilling and recompletion
prospects for light oil and natural gas. 


We will thereby be transformed from a micro-cap junior with limited cash flow
and insufficient capital to fund substantial further drilling, into a mid-sized
junior company with significant cash flow of a level sufficient to fund a
multi-well drilling program on our asset base. This acquisition is therefore the
most exciting and strategically significant event in Questfire's history since
the Company's founding. I am very excited at the opportunity to begin seeking
new reserves and creating new value on our greatly expanded asset base. 


Questfire Energy Corp. is an Alberta-based company formed to participate in oil
and gas exploration, development and acquisitions focusing in the W4 and W5
regions of Alberta. The Corporation's shares trade on the TSX Venture exchange
under the symbols Q.A and Q.B. The Corporation currently has 12,813,001 Class A
shares and 555,840 Class B shares outstanding.


To view a full copy of the Corporation's audited financial results for the year
ended December 31, 2012, including the Corporation's audited financial
statements and accompanying MD&A, please refer to the SEDAR website at
www.sedar.com or contact the Corporation at Questfire Energy Corp., 400, 703 -
6th Ave S.W., Calgary, Alberta, T2P 0T9.


Reader Advisory

This news release contains certain forward-looking statements, including
management's assessment of future plans and operations, and capital expenditures
and the timing thereof, that involve substantial known and unknown risks,
uncertainties, and assumptions certain of which are beyond Questfire's control.
Such risks, uncertainties, and assumptions include, without limitation, risks
associated with 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, delays resulting from or inability to obtain required regulatory
approvals and ability to access sufficient capital from internal and external
sources, the impact of general economic conditions in Canada, the United States
and overseas, industry conditions, changes in laws and regulations (including
the adoption of new environmental laws and regulations) and changes in how they
are interpreted and enforced, increased competition, the lack of availability of
qualified personnel or management, fluctuations in foreign exchange or interest
rates, stock market volatility and market valuations of companies with respect
to announced transactions and the final valuations thereof, and obtaining
required approvals of regulatory authorities. Questfire's actual results,
performance or achievements could differ materially from those expressed in, or
implied by, these forward-looking statements and, accordingly, no assurances can
be given that any of the events anticipated by the forward-looking statements
will transpire or occur, or if any of them do so, what benefits, including the
amount of proceeds, that Questfire will derive therefrom. Readers are cautioned
that the foregoing list of factors is not exhaustive. All subsequent
forward-looking statements, whether written or oral, attributable to Questfire
or persons acting on its behalf are expressly qualified in their entirety by
these cautionary statements. Furthermore, the forward-looking statements
contained in this news release are made as at the date of this news release and
Questfire does not undertake any obligation to update publicly or to revise any
of the included forward-looking statements, whether as a result of new
information, future events or otherwise, except as may be required by applicable
securities laws.


Petroleum and natural gas volumes are converted to an equivalent measurement
basis referred to as a "barrel of oil equivalent" (boe) on the basis of 6
thousand cubic feet of natural gas equalling 1 barrel of oil. This is based on
an energy equivalency conversion method applicable at the burner tip and does
not necessarily represent a value equivalency at the wellhead which is
approximately 30 Mcf to 1 bbl. Readers are cautioned that boe figures may be
misleading, particularly if used in isolation.


To request a free copy of Questfire's financial report or if you would like to
be put on Questfire's mailing list please contact Ronald Williams, Vice
President, Finance and CFO at rwilliams@questfire.ca. 


FOR FURTHER INFORMATION PLEASE CONTACT: 
Questfire Energy Corp.
Mr. Richard Dahl
President and CEO
(403) 263-6691
(403) 263-6683 (FAX)


Questfire Energy Corp.
Mr. Ronald Williams
Vice President, Finance and CFO
(403) 263-6658
(403) 263-6683 (FAX)

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