TriOil Announces Increase in Size for Bought Deal Equity Financing

    




 /NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR  DISSEMINATION IN THE UNITED STATES/ 

 CALGARY, Sept. 20, 2012 /CNW/ - TriOil Resources Ltd. ("TriOil" or the  "Company") - (TXV: TOL) is pleased to announce that it agreed to  increase the size of its previously announced bought deal equity  financing through a syndicate of underwriters led by Canaccord Genuity  Corp. and GMP Securities L.P. and including Dundee Securities Ltd., TD  Securities Inc., AltaCorp Capital Inc., Haywood Securities Inc.,  Cormark Securities Inc., Raymond James Ltd., and Desjardins Securities  Inc. (collectively the "Underwriters"). Under the new terms of the  financing, the Underwriters have agreed to purchase, on a bought deal  basis, 7,845,000 common shares of TriOil (the "Common Shares") at a  price of $2.55 per Common Share and 2,917,288 common shares to be  issued on a "flow-through" basis (the "Flow-Through Shares") at a price  of $3.00 per Flow-Through Share, for aggregate gross proceeds of  $28,756,614 (the "Offering"). 

 In addition, the Company will grant the Underwriters an option to  purchase up to 1,176,750 additional Common Shares exercisable 30 days  prior to the Closing Date to cover over-allotments, if any. 

 TriOil will use the net proceeds from the Offering to expand and  accelerate its capital program focused on the Company's Cardium light  oil drilling program at Lochend and the emerging Dunvegan light oil  resource play at Kaybob, as well as for general corporate purposes. 

 Closing of the Offering is expected to occur on or about October 4, 2012  and is subject to certain conditions including, but not limited to, the  receipt of all necessary approvals including the approval of the TSX  Venture Exchange. 

 TriOil is a Calgary, Alberta based company engaged in the exploration,  development and production of petroleum and natural gas. TriOil has  approximately 53.2 million common shares issued and outstanding (59.4  million fully diluted). The common shares of TriOil trade on the TSX  Venture Exchange under the symbol TOL. 

 The securities offered have not been and will not be registered under  the U.S. Securities Act of 1933, as amended, and may not be offered or  sold in the United States absent registration or applicable exemption  from the registration requirements. This press release shall not  constitute an offer to sell or the solicitation of an offer to buy nor  shall there be any sale of the securities in any jurisdiction in which  such offer, solicitation or sale would be unlawful.  

 Forward-Looking Statements  

 This document contains forward-looking statements. More particularly,  this document contains statements which include, but are not limited  to, the timing of closing of the Offering, the anticipated use of  proceeds of the Offering and the receipt of the required regulatory and  third party approvals. 

 The forward-looking statements are based on certain key expectations and  assumptions made by TriOil. Although TriOil believes that the  expectations and assumptions on which the forward-looking statements  are based are reasonable, undue reliance should not be placed on the  forward-looking statements because TriOil can give no assurance that  they will prove to be correct. Since forward-looking statements address  future events and conditions, by their very nature they involve  inherent risks and uncertainties. Actual results could differ  materially from those currently anticipated due to a number of factors  and risks. In addition to other risks that may affect the  forward-looking statements in this press release, the closing of the  Offering could be delayed if TriOil is not able to obtain the necessary  regulatory and stock exchange approvals on the timelines it has planned  and the Offering will not be completed at all if these approvals are  not obtained or some other condition to the closing is not satisfied.  Accordingly, there is a risk that the Offering will not be completed  within the anticipated time or at all. The intended use of the net  proceeds of the Offering by TriOil might change if the board of  directors of TriOil determines that it would be in the best interests  of TriOil to deploy the proceeds for some other purpose. 

 The forward-looking statements contained in this press release are made  as of the date hereof and TriOil undertakes no obligation to update  publicly or revise any forward-looking statements or information,  whether as a result of new information, future events or otherwise,  unless so required by applicable securities laws. 

 Neither the 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. 

TriOil Resources Ltd.


CONTACT:  Russell J. Tripp, President & CEO, TriOil Resources Ltd.; CheryneLowe,VP Finance & CFO, TriOil Resources Ltd.; Andrew Wiacek, VP Exploration,TriOil Resources Ltd.; Corporate Phone: [phone]. 


    

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