Petro-Reef Resources Ltd. Announces Closing of Flow-Through Share Equity Offering

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UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A
VIOLATION OF U.S. SECURITIES LAW. 


This News Release shall not constitute an offer to sell or the solicitation of
any offer to buy any securities nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful. The
securities referenced in this news release have not been and will not be
registered under the United States Securities Act of 1933 and may not be offered
or sold in the United States except in transactions exempt from such
registration. 


Petro-Reef Resources Ltd. (TSX VENTURE:PER) ("Petro-Reef") is pleased to
announce that it has closed its previously announced private placement financing
(the "Offering") for gross proceeds of $2,391,200. Pursuant to the Offering,
Petro-Reef issued 5,978,000 Common Shares on a "flow-through basis" pursuant to
the Income Tax Act (Canada) (the "Tax Act") at a purchase price of $0.40 per
Common Share (the "Flow-Through Shares"). Pro forma the closing of the Offering,
Petro-Reef currently has 62,239,477 Common Shares issued and outstanding. All of
the securities issued pursuant to the Offering will be subject to a hold period
expiring on December 20, 2011. 


Emerging Equities Inc. acted as agent for the Offering and received a commission
equal to 6% of the gross proceeds from the Offering and 358,680 broker warrants,
each broker warrant entitling the holder to purchase one Common Share at $0.40
per share until August 19, 2012. 


The proceeds of the Offering will be used to finance Petro-Reef's exploration
program, with the gross proceeds from the sale of the Flow-Through Shares to be
used to incur eligible "Canadian Exploration Expenses" (as defined in the Tax
Act) which will be renounced in favour of the subscribers of the Flow-Through
Shares effective on or before December 31, 2011.


Forward-Looking Statements: All statements, other than statements of historical
fact, set forth in this news release, including without limitation, assumptions
and statements regarding future plans, expenditures, operations and objectives
of the Corporation are forward-looking statements that involve substantial known
and unknown risks and uncertainties. Some of these risks and uncertainties are
beyond management's control, including but not limited to, the impact of general
economic conditions, industry conditions, fluctuation of commodity prices,
fluctuation of foreign exchange rates, environmental risks, industry
competition, availability of qualified personnel and management, availability of
materials, equipment and third party services, stock market volatility, timely
and cost effective access to sufficient capital from internal and external
sources. The reader is cautioned that assumptions used in the preparation of
such information, although considered reasonable by the Corporation at the time
of preparation, may prove to be incorrect. There can be no assurance that such
statements will prove to be accurate and actual results and future events could
differ materially from those anticipated in such statements.