Valparaiso Energy Inc. Shares For Debt and Private Placement

    




 /Not for distribution in the United States or through United States wire  services./ 

 CALGARY, March 2, 2012 /CNW/ - Valparaiso Energy Inc. (the "Corporation") (VPO.H) is pleased to announce that effective today, 9,468,703 common  shares have been issued to holders of promissory notes to extinguish  outstanding debt of the Corporation in the amount of $473,435 (the "Shares for Debt Transaction"), as previously disclosed in the Corporation's management information  circular dated October 24, 2011 and as approved by the Corporation's  shareholders at its annual general and special meeting held on November  24, 2011 and conditionally approved by the NEX.  Pursuant to the Shares  for Debt Transaction, 9,468,703 common shares were issued to promissory  note holders at a deemed price of $0.05 per common share and covered  principal and interest.  Insiders received a total of 9,238,811 of the  above shares.The common shares issued will be subject to a four-month  hold period.  After the issuance of common shares pursuant to the  Shares for Debt Transaction, the Corporation has issued and outstanding  25,021,569 common shares. 

 The Corporation is further pleased to announce that effective today it  had an interim closing of  its previously announced non-brokered  private placement (the "Offering") of Units (the "Units") at a price of $0.05 per Unit for gross  proceeds of up to $600,000.  Each Unit consists of one Common Share ("Common Share") and one share Purchase Warrant ("Warrant").  Each Warrant shall entitle the holders thereof to purchase an  additional Common Share for a period of twelve (12) months from the  closing date at a price of $0.10 per Common Share.  The Units and  underlying securities will be subject to a four-month hold period. 

 For this interim closing Valparaiso received subscriptions for an  aggregate subscription amount of $240,000 for which 4,800,000 Common  Shares and 4,800,000 Warrants were issued.  Insiders subscribed for an  aggregate of $125,000.  Valparaiso has determined that an exemption  from the valuation and minority approval requirements of the Ontario  Securities Commission Rule 61-501 is available as the units offered  pursuant to the private placement and the consideration received by  Valparaiso from the insiders and related parties does not exceed  $2,500,000, and because the fair market value of the consideration  received from insiders does not exceed 25% of Valparaiso's market  capitalization. 

 Valparaiso anticipates a further closing of Units in the near future. 

 THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR  DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED  STATES. 

 This news release may contain certain forward-looking statements that  reflect the current views and/or expectations of Valparaiso Energy  Inc., with respect to its performance, business and future events.   Such statements are subject to a number of risks, uncertainties and  assumptions.  Specifically, certain of the transactions referenced  herein are subject to regulatory approval, and there can be no  guarantee that such approvals will be received, in a timely manner or  at all.  Actual results and events may vary. 

 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 

Valparaiso Energy Inc.


CONTACT:  William J. WylieValparaiso Energy Inc.T:  403.266.5515 (Ext. 4)E:  [e-mail] 


    

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