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SRN

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Share Name Share Symbol Market Type
TSXV:SRN 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 -

Suroco and Petroamerica Announce the Extension of the Proxy Cut-Off Date for the Suroco Meeting to Wednesday June 25 at 10:00...

20/06/2014 8:30pm

Marketwired Canada


NOT FOR DISSEMINATION IN THE UNITED STATES OF AMERICA

Suroco Energy Inc. ("Suroco") (TSX VENTURE:SRN) and Petroamerica Oil Corp.
("Petroamerica") (TSX VENTURE:PTA) are pleased to announce that, in connection
with Petroamerica's offer to acquire all of the issued and outstanding common
shares of Suroco ("Suroco Shares") for consideration of an increased value equal
to $0.80 per Suroco Share (the "Revised Petroamerica Offer"), Suroco has decided
to waive the currently scheduled proxy cut-off time of 10 a.m. (Mountain
Standard Time) on Monday, June 23, 2014 and accept proxies and voting
instructions, including electronic voting, until the scheduled time for the
meeting of the holders ("Suroco Shareholders") of Suroco Shares (the "Suroco
Meeting"), being 10:00 a.m. (Mountain Standard Time) on Wednesday, June 25,
2014. This extension will allow holders of Suroco Shares who may have voted the
blue proxy provided by Vetra Acquisition Ltd. against the plan of arrangement
with Petroamerica (the "Arrangement") with additional time to submit a later
dated MANAGEMENT FORM OF PROXY or MANAGEMENT VOTING INSTRUCTION FORM in favour
of the Arrangement. 


Suroco Shareholders of record on May 20, 2014 are entitled to vote at the Suroco
Meeting. Information reflecting the amended terms of the Arrangement will be
mailed to Suroco shareholders in connection with the Suroco Meeting. Assuming
Suroco Shareholders approve the Arrangement and satisfaction of all other
conditions precedent, including the approval of the TSX Venture Exchange of the
revised terms of the Arrangement in respect of each of Suroco and Petroamerica,
completion of the Arrangement is expected to occur on or about June 26, 2014. 


Suroco will be distributing a Directors' Circular and Supplement to the
Management Information Circular and Proxy Statement (the "Supplemental
Circular") that will be mailed to each of the Suroco Shareholders in compliance
with applicable securities laws and filed with Canadian securities regulatory
authorities. The Supplemental Circular will be available on SEDAR at
www.sedar.com and on Suroco's website at www.suroco.com. Suroco Shareholders are
advised to read the Supplemental Circular carefully and in its entirety, as it
will contain important information regarding Suroco, Petroamerica and the
Revised Petroamerica Offer. 


How to Vote IN FAVOUR of the Arrangement with Petroamerica.

Any Suroco Shareholder that has already voted IN FAVOUR of the Arrangement need
not take any action, as their votes will be counted. Any Suroco Shareholder who
has voted AGAINST the proposed combination transaction is encouraged to change
its vote and vote IN FAVOUR of the Arrangement. 


Registered shareholders of Suroco are requested to complete, date, sign and
return the MANAGEMENT FORM OF PROXY that accompanied the Information Circular
and Proxy Statement of Suroco dated May 27, 2014 (the "Information Circular")(a
copy of which can also be found on Suroco's profile on SEDAR at www.sedar.com
and which was filed on May 30, 2014) or the Supplemental Circular. To be valid,
the form of proxy must be signed and forwarded so as to reach, or be deposited
with, Suroco's transfer agent, Computershare Trust Company of Canada, 8th Floor,
100 University Avenue, Toronto, Ontario, M5J 2Y1, Attention: Proxy Department,
by fax to (866) 249-7775, by internet at www.investorvote.com or by telephone by
calling (866) 732-8683 (toll free) (international direct dial (312) 588-4290),
so that it is received not later than the time of the Suroco Meeting, currently
scheduled for 10:00 a.m. (Mountain time) on Wednesday, June 25, 2014. 


Non-registered shareholders (i.e. beneficial) should only use the MANAGEMENT
VOTING INSTRUCTION FORM to vote. Such holders should carefully follow the
instructions in the voting instruction form. The deadline of 10:00 a.m.
(Mountain time) on Wednesday, June 25, 2014 also applies to receipt of voting
instructions. 


If you have any questions that are not answered by the Information Circular or
Supplemental Circular, or would like additional information, you should contact
your professional advisors. You can also contact Georgeson, the proxy
solicitation firm retained by Suroco, toll-free at 1-888-605-7641 or outside
North America, collect at 781-575-2422 or by email at askus@georgeson.com should
you have any questions regarding voting of your shares. 


How to REJECT the Vetra Offer and Withdraw Tendered Shares

To reject the Vetra Offer, you should do nothing. Suroco Shareholders who have
already tendered their shares to the Vetra Offer can withdraw them at any time
before they have been taken up and accepted for payment by Vetra. Suroco
Shareholders holding shares through a dealer, broker or other nominee should
contact such dealer, broker or nominee to withdraw their Suroco Shares. Suroco
Shareholders may also contact the proxy solicitation firm retained by Suroco,
Georgeson, toll-free at 1-888-605-7641 or outside North America, collect at
781-575-2422 or via email at askus@georgeson.com.


See the Information Circular that has been sent to Suroco Shareholders, which
can be found on Suroco's profile on SEDAR at www.sedar.com, and the June 11,
2014 press releases, and other subsequent press releases, of each of Suroco and
Petroamerica. A copy of the agreement to amend arrangement agreement dated June
19, 2014 giving effect to certain amendments to the Arrangement will also be
posted on Suroco's profile on SEDAR in due course.


About Suroco

Suroco is a Calgary-based junior oil and gas company, which explores for,
develops, produces and sells crude oil, natural gas liquids and natural gas in
Colombia. The Corporation's common shares trade on the TSX Venture Exchange
under the symbol SRN.


About Petroamerica

Petroamerica Oil Corp. is a Canadian oil and gas exploration and production
company with activities in Colombia. Petroamerica currently produces more than
6,500 boe per day and has interests in five blocks, all located in Colombia's
Llanos Basin. Petroamerica's shares are listed on the TSX Venture Exchange under
the symbol "PTA". A summary of the Company property holdings, including maps of
the above noted acquisition, has been included in the current presentation
located at www.PetroamericaOilCorp.com. 


Forward Looking Statements:

This news release includes information that constitutes "forward-looking
information" or "forward-looking statements". More particularly, this news
release contains statements concerning expectations regarding the timing and
successful completion of the Arrangement, the timing of the Suroco Meeting to
consider and vote on the Arrangement, the receipt of all necessary regulatory
approvals to give effect to the Arrangement, the timing of closing of the
Arrangement and other statements, expectations, beliefs, goals, objectives,
assumptions and information about possible future events, conditions, results of
operations or performance. Readers are cautioned not to place undue reliance on
forward-looking statements, as there can be no assurance that the plans,
intentions or expectations upon which they are based will occur. By their
nature, forward-looking statements involve numerous assumptions, known and
unknown risks and uncertainties, both general and specific, that contribute to
the possibility that the predictions, estimates, forecasts, projections and
other forward-looking statements will not occur, which may cause actual
performance and results in future periods to differ materially from any
estimates or projections of future performance or results expressed or implied
by such forward-looking statements. 


Material risk factors include, but are not limited to: the inability to get all
necessary approvals for completion of the Arrangement, possible delays in the
holding of the Suroco Meeting and other factors, many of which are beyond the
control of Petroamerica and Suroco. You can find an additional discussion of
those assumptions, risks and uncertainties in Petroamerica's and Suroco's
Canadian securities filings.


Neither Petroamerica nor Suroco nor any of their respective subsidiaries nor any
of their respective officers, directors or employees guarantees that the
assumptions underlying such forward-looking statements are free from errors nor
do any of the foregoing accept any responsibility for the future accuracy of the
opinions expressed in this document or the actual occurrence of the forecasted
developments.


The TSX Venture Exchange Inc. has in no way passed upon the merits of the
Arrangement and has neither approved nor disapproved the contents of this press
release.


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. 


FOR FURTHER INFORMATION PLEASE CONTACT: 
Suroco Energy Inc.
Alastair Hill
President and Chief Executive Officer


Suroco Energy Inc.
Travis Doupe
VP Finance and Chief Financial Officer
Tel Calgary, Canada: +1-403-232-6784
info@suroco.com / www.suroco.com


Petroamerica Oil Corp.
Nelson Navarrete
President and Chief Executive Officer


Petroamerica Oil Corp.
Colin Wagner
Chief Financial Officer


Petroamerica Oil Corp.
Ralph Gillcrist
Chief Operating Officer and Executive Vice President
Tel Bogota, Colombia: +57-1-744-0644
Tel Calgary, Canada: +1-403-237-8300
investorrelations@pta-oil.com / www.PetroamericaOilCorp.com

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