FO announces LOI with Naftna Industrija Srbije for Mako Trough Project

DENVER, June 9, 2011 /CNW/ - Falcon Oil & Gas Ltd. (TSXV: FO) ("Falcon"), an international oil and gas exploration and production company, announced today that TXM Oil and Gas Exploration Kft. ("TXM"), Falcon's 100 percent owned Hungarian subsidiary, has entered into a Letter of Intent with Naftna Industrija Srbije, j.s.c. Novi Sad ("NIS"), for the acquisition by NIS of an interest in producing the Algyö play within Falcon's Makó production license in Hungary in an area of approximately 995 square kilometers, from a depth of 2,300 m down to the base of the Algyö Formation (the "Agreement Area"). TXM will retain all rights within the entire production license deeper than the base of the Algyö Formation such as the Szolnok and Endröd formations. The Algyö Formation is a prospective, pervasive, hydrocarbon-bearing sandstone found predominantly between 2,500 and 3,500 m from surface.

Under the terms of the agreement, NIS will make a US$ 1.5 million payment to TXM upon signing of a Participation Agreement. NIS shall then, at its sole expense drill, test and complete three wells in the Agreement Area. These wells, to be drilled and tested before December 31, 2012, shall be located so that each well tests an independent Algyö prospect. NIS will earn a 50 percent interest in production from each prospect if the discovery well is tied in and placed on production at the cost of NIS. After the drilling of the three wells is completed, NIS has the right to acquire a 50 percent interest in production from the entire Agreement Area by paying to TXM an additional US$ 2.75 million (the "earn-in"). If NIS does not fulfill their drilling obligations under the Participation Agreement, TXM will retain 100 percent interest in the Agreement Area.

If the NIS earn-in is completed, NIS and TXM will share future exploration, appraisal and development costs and production in the Agreement Area in accordance with their participating interests held under a Joint Operating Agreement. TXM shall be the Operator under both the Participation Agreement and the Joint Operating Agreement.

Robert Macaulay, CEO of Falcon and Managing Director of TXM, said, "Our partnership with NIS is a very exciting development for our exploration efforts in the Makó Trough. NIS is an active player in Serbia and has a growing presence in the region, including exploration in the same type of targets addressed in this agreement, and brings to the table complementary skills, knowledge and opportunities."

Dr. György Szabó, CEO of TXM, said "These signatures represent a major latter-day milestone on the road of collaboration between the two neighboring countries' petroleum industries, which goes back more than half century. Falcon-TXM is absolutely confident that the application of experiences gained through its projects in South-Eastern Hungary, along with the adaptation of proven North American technology and equipment, will be rewarded by success not only in the boundaries of its own mining plot but in the field of cooperation in Serbia as well."

General Manager of NIS, Kirill Kravchenko, said: "The intention of NIS to join the project for exploration in Hungary is one more step for the company to expand business outside of Serbia. Hungary is the fourth country in which NIS has projects in field of research and production, in addition to Angola, Bosnia and Romania. Realization of a joint project with TXM Oil and Gas Ltd will allow us to participate in the development of the resources of the exploration block Makó and will bring NIS closer to achieving our strategic goals - increasing reserves up to 50 million tons, and production of oil and gas to 5 million tons of oil equivalent in year 2020".

COO of NIS, Denis Sugaipov added: "For our company this project is first of all the project of seeking for technology. Working closer with Falcon on this hydrocarbon system we want to look at their ongoing unconventional activities. Serbia has a huge potential of shale gas exploration and cooperation with Falcon in Hungary will allow us to learn and prepare our geologists and engineers for such us technology challenge. Working with different international companies abroad we going to find the right high technology experienced partner for further deep exploration in Serbia".

The forthcoming Participation Agreement and the Joint Operating Agreement are subject to the approval of the Board of Directors of each of Falcon and NIS, and the transaction as a whole is subject to receipt of all regulatory consents, including the TSX Venture Exchange.

Source: CNW Group

FO announces Participation Agreement with Hess Australia for Beetaloo Basin Project

DENVER, May 2 /CNW/ - Falcon Oil & Gas Ltd. ( "Falcon"), an international oil and gas exploration and production company, announced today that Falcon Oil & Gas Australia Ltd ("Falcon Australia"), Falcon's 73 percent owned subsidiary, has signed a Participation Agreement with Hess Australia (Beetaloo) Pty Ltd ("Hess"), an affiliate of Hess Corporation, for the acquisition of an interest in onshore Exploration Permits 76, 98 and 117 in the Beetaloo Basin, Northern Territory, Australia (the "Agreement Area").

The terms of the agreement remain as outlined in the Letter of Intent between the two companies announced on February 22, 2011. In brief, and subject to certain regulatory approvals and standard conditions, Hess will earn a 62.5 percent working interest in approximately 25,200 square kilometers (6,227,500 acres) by making a payment to Falcon Australia, acquiring warrants in Falcon Oil & Gas Ltd., conducting an extensive seismic programme, and drilling five wells to explore and appraise the Agreement Area. Hess has the right to withdraw from the project following the seismic evaluation and again following the drilling phase, in which event the entire interest would transfer back to Falcon Australia. In addition to its 37.5 percent working interest in the joint acreage, Falcon Australia will retain 100 percent ownership in the entirety of EP99 and 405 square kilometers (100,000 acres) in EP98.

The seismic survey is anticipated to commence once necessary government and land users' approvals are obtained. Falcon Australia will also carry out its work planned for the Shenandoah-1 well, commencing with re-opening and casing the existing wellbore planned for the third quarter 2011, followed by a comprehensive testing program.

Source: CNW Group

Ruby Blue Ltd acquires Shares and Warrants of Falcon Oil & Gas

ROAD TOWN, Tortola, British Virgin Islands, April 12 /CNW/ - Ruby Blue Ltd. ("Ruby Blue") announces that it has acquired 38,000,000 common shares (the "Common Shares") of Falcon Oil & Gas Ltd. ("Falcon") and 28,500,000 Common Share purchase warrants (the "Warrants") in the private placement offering announced by Falcon on November 24, 2010. Units were acquired for CDN$0.15 per unit, each unit consisting of one Common Share and three quarters of one Common Share purchase Warrant. Following such transaction, Ruby Blue beneficially owns 48,268,673 Common Shares, and 28,500,000 Warrants. Assuming exercise of the Warrants owned by Ruby Blue, Ruby Blue would own 12.15% of the issues and outstanding Common Shares.

The Warrants and Common Shares referred to above are held for investment purposes and Ruby Blue and/or one or more of its affiliates may, depending on market and other conditions, increase or decrease its beneficial ownership of common shares or other securities of Falcon whether in the open market, by privately negotiated agreement or otherwise. Ruby Blue is located at Trident Chambers, P.O. Box 146, Road Town, Tortola, British Virgin Islands.

Source: CNW Group

FO announces Completion of Private Placement

DENVER, CO, April 11 /CNW/ - Falcon Oil & Gas Ltd. (TSXV: FO) ("Falcon" or the "Company") today announced the completion of its private placement, the details of which were previously announced on November 24, 2010. The Company issued an aggregate of 87,049,999 units at an issuance price of CDN$0.15 per unit (each unit consisting of one common share in the capital of Falcon and three quarters of one common share purchase warrant) for aggregate gross proceeds of CDN$13,057,500. Each whole common share purchase warrant entitles the holder to acquire one common share of Falcon at an additional purchase price of CDN$0.18 per share for a period of 36 months from the date of issuance. Subject to applicable securities legislation, an aggregate of 44,533,333 common shares and 33,400,000 common share purchase warrants are subject to a hold period until June 11, 2011 and an aggregate of 42,516,666 common shares and 31,887,500 common share purchase warrants are subject to a hold period until August 9, 2011. The private placement remains subject to final approval from the TSX Venture Exchange.

Existing major shareholders of Falcon participated in the private placement. They were joined by members of management and the Board of Directors of Falcon, which together accounted for approximately 46.5% of the total proceeds raised.

Delays were experienced in fulfilling certain TSXV filing requirements, mainly as a result of the diverse corporate jurisdictions of a number of the investors. The proposed new investors described in the press release dated November 24, 2010 were unable to fulfill their requirements under the terms of the private placement, including obtaining the requisite foreign exchange approval of the People's Republic of China. Robert Macaulay, CEO of Falcon commented that "the efforts on the part of the China-based investors who intended to invest are appreciated and our relationships with them remain cordial and open to future business opportunities".

"I am gratified that our existing major shareholders continue to demonstrate their support of the company's tremendous potential, and with the substantial participation on the part of our management and directors. This funding secures our plans to fully test the Shenandoah well in Australia while continuing to evaluate our properties in Hungary and South Africa."

Mueller & Co., LLC acted as financial advisor to Falcon in connection with the private placement transaction and received a finder's fee in the amount of $149,100.

Source: CNW Group

Falcon Oil & Gas announces Letter of Intent with Hess Corp. for Beetaloo Basin Project

Falcon Oil & Gas Ltd. ( "Falcon"), an international oil and gas exploration and production company, announced today that Falcon Oil & Gas Australia Ltd ("Falcon Australia"), Falcon's 73 percent owned subsidiary, has entered into a letter of intent with Hess New Ventures Limited ("Hess"), a unit of Hess Corporation, for the acquisition by Hess of an interest in onshore Exploration Permits 76, 98 and 117 in the Beetaloo Basin, Northern Territory, Australia (the "Agreement Area").

The agreement area consists of approximately 25,200 square kilometers (6,227,500 acres) and will ultimately be held jointly, with Falcon Australia holding a 37.5 percent undivided working interest and Hess holding a 62.5 percent undivided working interest. Falcon Australia will retain 100 percent interest in the whole of Exploration Permit 99 consisting of approximately 2,590 square kilometers (639,300 acres), and will also retain the entire interest in the existing Shenandoah-1 wellbore in Exploration Permit 98 and approximately 405 square kilometers (100,000 acres) around the Shenandoah-1 wellbore. This will result in Falcon Australia retaining a net interest in the four exploration permits of approximately 44%.

Under the terms of the letter of intent, Hess will make a US$17.5 million payment to Falcon Australia upon completion of a participation agreement and a joint operating agreement. Hess will pay Falcon US$2.5 million and Falcon will issue Hess 10,000,000 warrants exercisable into an equal amount of common shares in the capital of Falcon ("Shares") at an exercise price per Share equal to the greater of the closing price of the Shares on February 18, 2011 and February 22, 2011.

Under the terms of the agreement Hess will undertake a US$40 million seismic acquisition program beginning in 2011. After completion, processing and interpretation of the seismic data Hess can elect to continue to the next phase of the work program which includes conducting a five well program to explore and appraise the agreement area, beginning in 2012. Hess will cover the full cost of this work program.

Falcon Australia plans to test the prospective intervals in the Shenandoah-1 wellbore in the third quarter of 2011. Upon conclusion of the testing Hess will pay Falcon Australia US$2 million for the data acquired.

Robert Macaulay, CEO of Falcon and Falcon Australia, said, "Falcon is very excited to enter in to this partnership with Hess and looks forward to working with them to explore and develop the Beetaloo Basin. Not only does Hess bring to the table their vast international experience in both conventional and unconventional plays, but they are also a well-established, trusted and successful company in Australia."

The participation agreement and the joint operating agreement are subject to the approval of the Board of Directors of each of Falcon, Falcon Australia and Hess, and the transaction as a whole is subject to receipt of all governmental and regulatory consents, including the TSX Venture Exchange.

Source: CNW Group

Falcon Oil & Gas announces finalized Employment Agreement with the CEO

Falcon Oil & Gas Ltd. (TSXV: FO) ("Falcon") announces today that it has finalized an employment agreement with Robert C. Macaulay, its recently appointed President and CEO.

Mr. Macaulay will, as part of his compensation, receive 1,000,000 incentive options under the stock option plan approved at Falcon's annual and special shareholders meeting held on December 14, 2010. Terms of the options include an exercise price of $0.15 per common share, a vesting schedule allowing for 1/3 of the options to vest immediately with an additional 1/3 vesting each subsequent year until the options are fully vested on December 24, 2012, and an expiry date of the options of December 24, 2015.

Source: CNW Group

Falcon Oil & Gas announces new Director

Falcon Oil & Gas Ltd. (TSXV: FO) ("Falcon") announces today that Igor Akhmerov has been elected to Falcon's Board of Directors at Falcon's annual and special meeting of shareholders held on December 14, 2010. The appointment of Mr. Akhmerov is subject to TSX Venture Exchange approval.

Mr. Akhmerov, previously a member of the board from September 18, 2007 to May 29, 2008 joins the following seven returning directors: JoAchim Conrad, John Craven, Daryl H. Gilbert, Thomas G. Harris, Robert C. Macaulay, Gregory Smith and Dr. György Szabó.

"We are pleased to welcome Igor Akhmerov back to Falcon's board," stated Dr. György Szabó, Chairman of the Board. "His experience and expertise brings a valuable global perspective to Falcon's expanding international presence."

At the shareholders meeting Falcon's shareholders, among other things, appointed KPMG LLP, Certified Public Accountants, as the auditors of Falcon, and passed, without variation, a resolution approving Falcon's stock option plan, all as more particularly disclosed in Falcon's management information circular dated November 11, 2010.

Source: CNW Group

FO announces the Filing of its interim Financial Statements and accompanying MD&A

DENVER, Nov. 30 /CNW/ - Falcon Oil & Gas Ltd. (TSXV: FO) announced that it has filed its interim financial statements for the nine month period ended September 30, 2010 and the accompanying management's discussion and analysis.

Documents are available at Sedar.com


Source: CNW Group

FO announces Private Placement

DENVER, CO, Nov. 24 /CNW/ - Falcon Oil & Gas Ltd. (TSXV: FO) ("Falcon") announces today that it has entered into an agreement to raise up to $63 million in the form of units ("Units") priced at $0.15 per Unit (the "Offering Price") by way of a private placement (the "Offering") with two new investors, the Orient Group Energy Investment Holding Co Ltd. (the "Orient Group") and Leisuo Trading Holding Company ("Leisuo"), as well as certain existing shareholders of Falcon including funds managed by Burlingame Asset Management LLC and Soliter Holdings Corp. controlled by the Renova Group. The Offering Price represents an 18% premium to the last months average trading price. Each Unit will consist of one common share in the capital of Falcon (each a "Common Share") and three quarters (3/4) of one common share purchase warrant (a "Warrant"). Each whole Warrant will entitle the holder thereof to acquire one additional Common Share at an exercise price of $0.18, representing a 20% premium to the Offering Price, for a period of three years from the Offering's closing date (the "Closing Date"). The proceeds from the Offering will be used to fund Falcon's ongoing capital program and for general corporate purposes.

Existing major shareholders will be subscribing, in aggregate, for more than 36% of the Offering of which 25% of the Offering is from Insiders. It is expected that on the Closing Date each of the new investors will own greater than 10% of the Common Shares.

The Orient Group is one of the largest, non-state owned investment conglomerates in China.

Leisuo Trading Holding Company is a private investment holding company in China engaged in mining and natural resources in China.

Executive Director of the Orient Group Zhang Xian Feng commented, "We are pleased to be making this investment in Falcon after careful technical and corporate study. We believe Falcon has great potential to unlock value with this proper capitalization. We are long term investors and believe we have the resources to help Falcon continue to grow in the future, either through joint ventures at the asset level with our energy concern or additional investments in Falcon."

Falcon President and CEO Robert Macaulay commented, "I welcome our new shareholders who are bringing strong commitment and tremendous acumen to assist our company in moving forward. I am also grateful to our existing major shareholders who continue to demonstrate their commitment to Falcon by participating in this financing. This is an exciting time for the company, with the focus shifting over the near term towards achieving production tests in some of the high-potential targets on our acreage in Australia and Hungary, while advancing our understanding of our recently applied-for exploration license in South Africa."

The Offering is subject to all necessary corporate and regulatory approvals and subject to TSX Venture Exchange acceptance for filing. All securities issued will be subject to a four-month hold period from the Closing Date.

The purchase by each of Orient Group and Leisuo are contingent upon receipt of foreign exchange approval of the People's Republic of China.

Mueller & Co., LLC acted as financial advisor to Falcon in connection with the transaction.

Source: CNW Group

FO announces Closing of FO Australia Private Placement

DENVER, Nov. 17 /CNW/ - Falcon Oil & Gas Ltd. (TSXV: FO) ("Falcon") announces today that, further to its press release of June 3, 2010, its 73.1% owned subsidiary, Falcon Oil & Gas Australia Limited ("Falcon Australia") has received subscriptions to its previously announced offering for gross proceeds of $1,217,578.00. The offering is expected to close imminently. Following closing Falcon will own 72.7% of Falcon Australia.

Source: CNW Group