Resignation Of A Non-Executive Director

CALGARY , Alberta and HONG KONG , Nov. 30, 2014 /CNW/ -- The Board of Directors of Sunshine Oilsands Ltd. (the " Corporation " or " Sunshine ") (HKEX: 2012, TSX: SUO) has appointed Mr. Tingan Liu (a director of the Corporation since February 1, 2011 and the deputy chairman and president of China Life Insurance (Overseas) Company Limited) to the position of Non-Executive Chairman of the Corporation, effective immediately.  Mr. Michael Hibberd , the previous Executive Chairman, will remain as the senior executive director of Sunshine and has been appointed the Executive Vice-Chairman of the Board of Directors (the " Board ").  Mr. Hibberd will continue to perform the functions of the CEO of the Corporation.  Mr. Hibberd has confirmed that he has no disagreement with the Board and there are no matters relating to his new appointment that need to be brought to the attention of the shareholders of the Corporation.  The change in the Chairman position was based on the unanimous recommendation of the Corporate Governance Committee of the Corporation (comprised of Messrs. Turnbull, Hibberd, Li and Liu) to provide greater independence to the Chairman role and to separate the executive and Chairman functions, in keeping with good corporate governance practices.

Appointment of new Non-Executive Director

The Board is pleased to announce that Mr. Hong Luo has been appointed as a non-executive director of the Corporation with effect from November 28, 2014 .

Mr. Luo, aged 51, is currently the Executive Vice President of Sinopec Canada and has served in this role since February 2012 . Mr. Luo has 30 years' experience in the oil and gas industry.  Prior to joining Sinopec Canada, Mr. Luo was Director of Strategy and Planning at Sinopec International Petroleum Exploration and Production Corporation (SIPC) from September 2009 to January 2012.  From May 2008 to August 2009 , Mr. Luo was President of West Africa and Asia-Pacific Exploration and Production Projects and from May 2007 to April 2008 , he served as Director of Exploration of SIPC.  Mr. Luo was Vice President of the First International Oil Company of SIPC in Kazakhstan from April 2006 to April 2007 and, from April 2004 to March 2006 , Mr. Luo was Exploration Manager of Saudi Sinopec Gas Co. ( Saudi Arabia ).  Prior to 2004, Mr. Luo held executive leadership positions in Northwest Oil Company's business units of Sinopec in China , serving in many executive capacities and in numerous geological, engineering, operational and planning roles throughout northwest China and the Tarim Basin.

Mr. Luo holds a Bachelor of Geology from the University of Science and Technology of Chengdu, China .

There is no service contract between the Corporation and Mr. Luo and he has not been appointed for a specific term and he is currently not entitled to receive any director's emolument (such emolument is subject to revision by the compensation committee of the Corporation). In accordance with the Corporation's articles of incorporation and by-laws, Mr. Luo shall hold office as a director subject to re-election at the next annual general meeting of the Corporation.

As at the date of this announcement, Mr. Luo has not held any directorships in other listed public companies in the last three years and does not hold any other positions in the Corporation nor in any other subsidiaries of the Corporation.  Mr. Luo does not have any relationship with any directors, supervisors, senior management, substantial or controlling shareholder of the Corporation, nor does he have any interests in the securities of the Corporation within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong ).

Save as disclosed above, Mr. Luo has confirmed that there is no other information that is required to be disclosed in accordance with Rule 13.51(2)(h) to (v) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and there is no other matter relating to his appointment that needs to be brought to the attention of the shareholders of the Corporation.

The Board takes this opportunity to welcome Mr. Luo to join the Corporation as a non-executive director.

Resignation of Non-Executive Director

The Board further announces that Mr. Gregory George Turnbull has resigned as a non-executive director of the Corporation with effect from November 28 , 2014.  Mr. Turnbull indicated that due to his directorship on a number of public company boards and in order to increase the level of independence and maintain a reasonable size of the Board, it is appropriate for him to resign as a non- executive director of the Corporation at this time.  Mr. Turnbull has confirmed that he has no disagreement with the Board and there are no matters relating to his resignation as a non-executive director that need to be brought to the attention of the shareholders of the Corporation.

The Board wishes to acknowledge the hard work and dedication shown by Mr. Turnbull and thanks him for his many valuable contributions during his time on the Board.  Mr. Turnbull will continue to provide legal advice to the Corporation as a partner of the law firm of McCarthy Tetrault LLP, Canadian counsel to the Corporation.

ABOUT SUNSHINE OILSANDS LTD.

The Corporation is a Calgary based public corporation, listed on the Hong Kong Stock Exchange since March 1, 2012 and the Toronto Stock Exchange since November 16, 2012 .  The Corporation is focused on the development of its significant holdings of oil sands leases in the Athabasca oil sands region.  The Corporation owns interests in approximately one million acres of oil sands and petroleum and natural gas leases in the Athabasca region.  The Corporation is currently focused on executing milestone undertakings in the West Ells project area.  West Ells has an initial production target rate of 5,000 barrels per day.

FORWARD LOOKING INFORMATION

This announcement contains forward-looking information relating to, among other things, (a) the future financial performance and objectives of Sunshine; and (b) the plans and expectations of the Corporation.  Such forward-looking information is subject to various risks, uncertainties and other factors.  All statements other than statements and information of historical fact are forward-looking statements.  The use of words such as "estimate", "forecast", "expect", "project", "plan", "target", "vision", "goal", "outlook", "may", "will", "should", "believe", "intend", "anticipate", "potential", and similar expressions are intended to identify forward-looking statements.  Forward-looking statements are based on Sunshine's experience, current beliefs, assumptions, information and perception of historical trends available to Sunshine, and are subject to a variety of risks and uncertainties including, but not limited to those associated with resource definition and expected reserves and contingent and prospective resources estimates, unanticipated costs and expenses, regulatory approval, fluctuating oil and gas prices, expected future production, the ability to access sufficient capital to finance future development and credit risks, changes in Alberta's regulatory framework, including changes to regulatory approval process and land-use designations, royalty, tax, environmental, greenhouse gas, carbon and other laws or regulations and the impact thereof and the costs associated with compliance. Although Sunshine believes that the expectations represented by such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct.  Readers are cautioned that the assumptions and factors discussed in this announcement are not exhaustive and readers are not to place undue reliance on forward-looking statements as the Corporation's actual results may differ materially from those expressed or implied.  Sunshine disclaims any intention or obligation to update or revise any forward-looking statements as a result of new information, future events or otherwise, subsequent to the date of this announcement, except as required under applicable securities legislation.  The forward-looking statements speak only as of the date of this announcement and are expressly qualified by these cautionary statements.  Readers are cautioned that the foregoing lists are not exhaustive and are made as at the date hereof.  For a full discussion of the Corporation's material risk factors, see the Corporation's annual information form for the year ended December 31, 2013 and risk factors described in other documents we file from time to time with securities regulatory authorities, all of which are available on the Hong Kong Stock Exchange at www.hkexnews.hk , on the SEDAR website at www.sedar.com or the Corporation's website at www.sunshineoilsands.com .

SOURCE Sunshine Oilsands Ltd.

CALGARY , Nov. 28, 2014 /CNW/ - (TSX-V: PFC) - PetroFrontier Corp. ("PetroFrontier") today released its third quarter 2014 financial and operating results. A copy of PetroFrontier's condensed consolidated interim financial statements and related management's discussion and analysis ("MD&A") can be obtained on SEDAR at www.sedar.com .

About PetroFrontier Corp.

PetroFrontier has been an international oil and gas exploration company engaged in the exploration, acquisition and development of both conventional and unconventional petroleum assets in Australia's Southern Georgina Basin. PetroFrontier currently has in excess of $10 million in cash and no debt and is now focusing its attention on identifying and evaluating a range of options which could include a recapitalization of PetroFrontier, a merger or other business combination of PetroFrontier with another entity or the sale of PetroFrontier as a whole. Included in PetroFrontier's ongoing evaluation are a number of new oil and gas exploration and development investment opportunities, all of which are still in the early stages of review.

PetroFrontier's head office is in Calgary, Alberta and its common shares are listed for trading on the TSX Venture Exchange under the symbol "PFC".

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.

SOURCE PetroFrontier Corp.

CALGARY, ALBERTA--(Marketwired - Nov. 28, 2014) - Calmena Energy Services Inc. (TSX:CEZ) (" Calmena " or the " Company ") announces an update on the status of its senior credit facilities (" Credit Facilities ").

On October 29, 2013 Calmena and its senior lender (the " Senior Lender ") entered into an agreement whereby the Senior Lender agreed to forbear from demanding payment or enforcing security with respect to amounts owing by Calmena under its Credit Facilities with the Senior Lender on certain terms. Calmena and the Senior Lender subsequently entered into extension agreements pursuant to which the Senior Lender agreed to continue to forbear from demanding payment or enforcing its security under the Credit Facilities until November 30, 2014 (the " Deadline ").

Calmena and the Senior Lender have agreed to an extension of the Deadline to December 15, 2014 to enable continued discussions with respect to a potential further extension of the Deadline.

ABOUT CALMENA ENERGY SERVICES INC.

Calmena is a diversified energy services company that provides contract drilling and directional drilling services to its customers operating in the United States, Latin America and the Middle East and North Africa. The common shares of Calmena trade on the Toronto Stock Exchange under the symbol "CEZ".

FORWARD-LOOKING STATEMENTS

This press release contains certain forward-looking statements relating to Calmena's plans, strategies, objectives, expectations and intentions. Expressions such as "may", "anticipate", "expect", "project", "believe", "hope", "estimate", "intend", "will", "continue", "foresee", and "forecast" and similar expressions and statements are intended to identify forward looking statements. Such statements represent Calmena's internal projections, estimates or beliefs concerning, among other things, an outlook for Calmena's operations and other expectations, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance. These statements are only predictions and actual events or results may differ materially. Although Calmena believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, levels of activity, performance or achievement since such expectations are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors could cause Calmena's actual results to differ materially from those expressed or implied in any forward-looking statements made by, or on behalf of, Calmena.

In particular, forward-looking statements included in this press release include, but are not limited to, statements with respect to the timing for repayment of amounts owing under its Credit Facilities and the potential for a further extension of the Deadline for repayment of the Credit Facilities.

These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond Calmena's control, including, but not limited to: the risk that the Company is unable to refinance or extend the Deadline for repayment of the Credit Facilities; risk that the lender under the Credit Facilities will take further steps to demand payment under the Credit Facilities or enforce its security thereunder in the immediate future; failure to realize the anticipated benefits of strategic dispositions; failure to successfully negotiate and/or complete further transactions pursuant to the Company's strategic alternatives process; failure to achieve an increase in demand for the Company's drilling rigs and other product offerings; the impact of general economic conditions; industry conditions and changes in industry conditions; volatility of commodity prices; decreased demand for energy services; competition from other energy services providers; the lack of availability of qualified personnel or management; ability of Calmena to generate positive cash flow; failure of counter parties to perform on contracts; failure to successfully negotiate new contracts or renew existing contracts; failure to successfully deploy rigs; changes in income tax laws or changes in tax laws and incentive programs relating to the oil and gas industry; risks associated with international operations, including, but not limited to, effect of civil unrest on the Company's operations in Libya; loss of key customers; fluctuations in foreign exchange or interest rates and stock market volatility; supply and demand for oilfield services relating to the drilling, completion and maintenance of oil and gas wells as well as services related to, oilfield equipment rentals and production and ancillary services; liabilities and risks, including environmental liabilities and risks inherent in oil and natural gas operations; uncertainties in weather and temperature affecting the duration of the service periods and the activities that can be completed; ability to access sufficient capital from internal and external sources; and the other risks considered under "Risk Factors" in our annual information form for the year ended December 31, 2013 which is available on www.sedar.com .

With respect to forward-looking statements contained in this press release, Calmena has made assumptions regarding, but not limited to: the implementation of the Company's business prospects and strategies; the ability of the Company to continue as a going concern and continue operations; current commodity prices and royalty regimes; availability of skilled labour; timing and amount of capital expenditures; ability of Calmena to re-finance or extend the Deadline for repayment of the Credit Facilities; that the Senior Lender will forbear from taking further steps to demand repayment or enforcing their security under the Credit Facilities; ability of Calmena to renew existing contracts and enter into new contracts; rig utilization and pricing; future exchange rates; the impact of increasing competition; conditions in general economic and financial markets; industry conditions; supply and demand for oilfield services relating to the drilling, completion and maintenance of oil and gas wells as well as services related to oilfield equipment rentals and production and ancillary services; effects of regulation by governmental agencies; trends in Calmena's operations; and future operating costs.

Management has included the above summary of assumptions and risks related to forward-looking statements provided in this press release in order to provide shareholders with a more complete perspective on Calmena's current and future operations and such information may not be appropriate for other purposes. Calmena's actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what benefits that Calmena will derive therefrom. Readers are cautioned that the foregoing lists of factors are not exhaustive.

These forward-looking statements are made as of the date of this press release and Calmena disclaims any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.

The TSX has not reviewed and does not accept responsibility for the adequacy or accuracy of this news release.

Calmena Energy Services Inc.
John R. King
President and Chief Executive Officer
(403) 225-3879

Calmena Energy Services Inc.
Peter J. Balkwill
Vice President Finance and Chief Financial Officer
(403) 225-3879
(403) 366-2066 (FAX)

Calmena Energy Services Inc.
700, 333 - 7th Avenue SW
Calgary, Alberta T2P 2Z1
www.calmena.com

CALGARY, ALBERTA--(Marketwired - Nov. 28, 2014) - Mart Resources, Inc. (TSX:MMT) ("Mart" or the "Company") announces that it has recently adopted a Dividend Reinvestment Plan ("DRIP") in addition to the Share Dividend Plan ("SDP") adopted in June 2014. The DRIP provides shareholders with the ability to receive dividend payments in the form of cash or common shares. The DRIP is in addition to and does not replace the previously adopted SDP.

Participation in the DRIP and SDP is optional. Shareholders will continue to receive dividend payments in cash unless they choose to participate in the DRIP or the SDP. There are differences in the operation of the DRIP and SDP. Shareholders wishing to participate in the DRIP or SDP should contact their broker or intermediary or, in the case of registered shareholders, contact Mart's transfer agent, Computershare Trust Company of Canada or visit the Company's website at to obtain the DRIP/SDP enrollment form. Shareholders who enroll in the DRIP or SDP will continue to receive shares until they terminate their enrollment as specified in DRIP or SDP (as applicable).

The DRIP and SDP each provide the option for shareholders to receive dividends, as and when declared, in the form of common shares of Mart in lieu of receiving a cash dividend on the dividend payment date. Common shares issued under the DRIP and SDP are issued at a five per cent discount to the average market price as defined in the Company's DRIP and SDP, with no broker fees or commissions. The DRIP will generally be available to most shareholders and the SDP is available to registered shareholders and beneficial shareholders of participating brokerage firms or intermediaries. The DRIP and SDP are expected to provide many shareholders with Canadian income tax treatment that is different from the income tax consequences applicable to cash dividends. Shareholders, wherever resident, should consult their own tax or legal advisors regarding the tax consequences of participating in the DRIP or SDP and of receiving cash or share dividends.

Additional information on the DRIP and SDP, including the DRIP/SDP Enrollment Form, can be found at the Company's website at www.martresources.com or by contacting your financial institution or investment advisor. The availability of the DRIP and SDP and the respective terms and conditions are subject to the discretion of Mart's management and Board of Directors. The adoption of the DRIP and SDP is no assurance that Mart will declare or pay dividends in the future.

Additional information regarding Mart is available on the Company's website at www.martresources.com and under the Company's profile on SEDAR at www.sedar.com .

NEITHER THE TSX NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THE RELEASE.

Mart Resources, Inc. - London, England
Wade Cherwayko
+44 207 351 7937
[email protected]

Mart Resources, Inc. - London, England
Dmitri Tsvetkov
+44 207 351 7937
[email protected]

Mart Resources, Inc - Canada
Sam Grier
403-270-1841
[email protected]
www.martresources.com

HOUSTON, TEXAS--(Marketwired - Nov. 28, 2014) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS.

Greenfields Petroleum Corporation (the " Company " or " Greenfields ") (TSX VENTURE:GNF)(TSX VENTURE:GNF.DB), an independent exploration and production company with producing assets in Azerbaijan, announces its financial results and operating highlights for the three and nine months ended September 30, 2014. Except as otherwise indicated, all dollar amounts referenced herein are expressed in United States dollars.

Three and Nine Months Ended September 30, 2014 Financial Results

  • For the third quarter and year-to-date 2014, the Company recorded revenues of $0.6 million and $1.5 million and realized net losses of $0.7 million and $4.5 million, respectively. For the third quarter and year-to-date 2014, the results represented a loss per share (basic and diluted) of $0.04 and $0.23, respectively. In comparison with the same periods in 2013, the Company recorded revenues of $0.6 million and $1.9 million and realized net losses of $0.1 million and $3.3 million, respectively. In addition, in comparison with the same periods in 2013, the Company realized earnings per share of $nil and a loss per share of $0.21, respectively.
  • The Company's 33.33% share of Bahar Energy Limited (" Bahar Energy ") entitlement sales volumes averaged 328 bbl/d and 6,050 mcf/d or 1,336 boe/d in the third quarter 2014, and 361 bbl/d and 7,330 mcf/d or 1,582 boe/d year-to-date 2014. In comparison to the average volumes for the same periods in 2013, the bbl/d volumes decreased 43% and 31%, respectively, while mcf/d volumes decreased 4% for the third quarter and increased 52% year-to-date, and boe/d decreased 18% for the third quarter and increased 19% year-to-date.
  • For the third quarter and year-to-date 2014, the Company, through its interest in Bahar Energy, realized average oil prices of $93.48 and $99.45 per barrel, respectively. These prices fall short of the averages of $106.39 and $103.09 per barrel realized for the same periods in 2013 due to the general industry decline in oil prices worldwide. The Company, through its interest in Bahar Energy, realizes average gas prices of $3.96 per mcf, which is a contractually constant fixed price.
  • The Company's 33.33% share of Bahar Energy financial results realized net income of $0.8 million and $3.9 million for the third quarter and year-to-date, respectively. These results compare to net income of $1.6 million and $0.6 million, respectively, for the same periods in 2013.
  • On July 2, 2014 the Company announced that it had secured a $21 million loan facility (" Loan ") with an arm's length third party (the " Lender "). The funds available under the Loan are intended to be used to finance the ongoing development operations of Bahar Energy in Azerbaijan as it relates to the Gum Deniz Oil Field and Bahar Gas Field. Pursuant to the terms of the loan agreement (the " Loan Agreement ") dated June 27, 2014, among the Lender, the Company, and Greenfields Petroleum Holdings Ltd., as guarantor, the Company is entitled to draw up to an aggregate of $21 million, as needed, for the purposes of operations to meet the obligations of Greenfields Petroleum International Company Ltd. (" GPIC ") under the shareholders agreement of Bahar Energy. The amount drawn under the Loan bears interest at a rate of 12% per annum. The Loan has a maturity date of June 30, 2018. The Loan is subject to a 0.15% commitment fee on the $21 million which was paid to the Lender at the time of the first advance under the Loan Agreement. The Loan is secured by a second priority lien on the shares of GPIC.
  • Pursuant to the terms of the investment and shareholders agreement (the " Shareholders Agreement ") with respect to Bahar Energy, on July 23, 2014, GPIC, a wholly-owned subsidiary of the Company, funded by way of a loan to Bahar Energy, approximately $16.5 million of defaulted obligations (the " Default Amount ") of the other shareholder of Bahar Energy, Baghlan Energy Limited (" Baghlan "). Bahar Energy is the parent of Bahar Energy Operating Company Limited (" BEOC "), being the operating company with respect to the Gum Deniz Oil Field and Bahar Gas Field.

Baghlan has failed to fund its share of the costs of Bahar Energy in accordance with the Shareholders Agreement and its funding loan obligation to Bahar Energy since January 1, 2014. The Shareholders Agreement provides that in the event of a default by a shareholder in a funding obligation, the other shareholder is required, by additional loan, to provide such funds to Bahar Energy. To the extent that Baghlan defaults on its future funding obligations, Greenfields anticipates that it may also fund such amounts by further loans to Bahar Energy.

As a result of the loan by GPIC of the Default Amount to Bahar Energy, pursuant to the Shareholders Agreement:

  1. all of Baghlan's loans to Bahar Energy have become "last in" loans and will not be repaid by Bahar Energy until all amounts outstanding under all of GPIC's loans to Bahar Energy, including the payment of the Default Amount, have been paid by Bahar Energy to GPIC in full, regardless of when such loans were made my Baghlan;
  2. Baghlan is deemed to have assigned to GPIC a share of its dividends equal to the sum of: (i) the Default Amount; (ii) Greenfields' Cost of Funding (as defined in the Shareholders Agreement) of such Default Amount; and (iii) a default rate of 4% on such Default Amount computed from and including the date on which the Default Amount has been funded by GPIC to, but excluding, the date Baghlan remedies the default (the " Default Interest "); and
  3. the right of any directors appointed by Baghlan to Bahar Energy to vote at a meeting of the board of directors of Bahar Energy is suspended until the Default Amount has been paid in full, together with the Default Interest.

Greenfields drew approximately $16.5 million of the US$21 million available under the loan facility dated June 27, 2014 noted above to make this payment.

Operating Highlights and Plans

  • Work continued in the third quarter 2014 on the recording, processing and interpretation of the 3D seismic over the Gum Deniz Oil Field, which was contracted in 2013. At the end of the quarter, a total of 67 square kilometers of data had been acquired. The acquisition rate did not improve as was expected during the spring and summer months as strong winds and seas continued to impede the seismic acquisition. The Company intends on continuing the seismic acquisition in order to acquire as much data as possible prior to the onset of winter weather. The Company anticipates that sufficient data will be acquired to image the entire Gum Deniz Oil Field and the Company has commenced fast track processing of the data patches acquired to date. The Company anticipates that this fast track processing will allow for early structural mapping to be done before the more detailed processing is completed. Once the acquisition is completed and the new data are processed and interpreted, the revised Gum Deniz reservoir model will be used to improve well site selection for the drilling program.
  • The interpretation of the 3D seismic survey on the Bahar-2 exploration block recorded in 2012 was completed. Amplitude versus offset (AVO) analysis of the data delineated 12 prospects that exhibited characteristics of being gas filled. Drilling options and costs for testing the prospects are being evaluated to determine the economic viability of the prospects.
  • In September 2014, BEOC re-entered the Gum Deniz 38 island well, which was idle for more than 50 years. After a short workover and recompletion, the well averaged 286 bbl/d over the following 30 days. BEOC plans to pursue workovers of wells similar in profile to the Gum Deniz 38 and further optimize production with selected installations of additional ESPs. In addition, in October, BEOC recompleted the Bahar field B-175 gas well in the Hor-X sands and current production remains stable at a rate of 3.5 mmcf/d.
  • BEOC suspended new drilling operations in April because the drilling contractor failed to maintain appropriate insurance coverage for the drilling operations. BEOC is using the break in the drilling schedule to evaluate the recent drilling results, integrate the results of the current 3D seismic program and possibly tender for a more cost efficient drilling rig with expanded capabilities.
  • Construction activity in the third quarter 2014 continued to focus on platform upgrades, primarily in the Bahar Gas Field, to support workovers and on facilities improvement in the tank farm and process area.

Selected Information

The selected information below is from the Greenfields' Management Discussion & Analysis for the three and nine months ended September 30, 2014. The Company's complete financial statements as of and for the three and nine months ended September 30, 2014 and 2013 with the notes thereto and the related Management's Discussion & Analysis can be found on Greenfields' website at www.Greenfields-Petroleum.com and on SEDAR at www.sedar.com . All amounts below are in thousands of US dollars unless otherwise noted.

Greenfields Petroleum Corporation

(US$000's, except as noted)
Three months ended
September 30
Nine months ended
June 30
2014 2013 2014 2013
Financial
Revenues 612 575 1,508 1,946
Net (loss) income (717 ) (58 ) (4,516 ) (3,344 )
Per share, basic and diluted $ (0.04 ) $ (0.00 ) $ (0.23 ) $ (0.21 )
Capital Items
Cash and cash equivalents 2,216 3,986
Total Assets 81,830 44,477
Working capital 3,537 3,525
Convertible debt and Shareholders' equity 63,307 42,244

Bahar Energy Limited (a Joint Venture)

Total Joint Venture Company's share
(US$000's, except as noted) Three months ended September 30
2014 2013 2014 2013
Financial
Revenues 16,388 24,671 5,462 8,223
Net income 2,547 4,734 849 1,578
Operating
Average Entitlement Sales Volumes (1)
Oil and condensate (bbl/d) 983 1,718 328 573
Natural gas (mcf/d) 18,153 19,005 6,050 6,334
Barrel oil equivalent (boe/d) 4,008 4,886 1,336 1,628
Average Oil Price
Oil price ($/bbl) $ 93.48 $ 106.36 $ 93.48 $ 106.36
Net realization price ($/bbl) $ 91.49 $ 104.20 $ 91.49 $ 104.20
Brent oil price ($/bbl) $ 101.90 $ 110.23 $ 101.90 $ 110.23
Natural gas price ($/mcf) $ 3.96 $ 3.96 $ 3.96 $ 3.96
Capital Items
Total Assets 215,632 165,362 71,870 55,115
Total Liabilities 53,282 50,456 17,759 16,817
Net Assets 162,350 114,906 54,111 38,298
Total Joint Venture Company's share
(US$000's, except as noted) Nine months ended September 30
2014 2013 2014 2013
Financial
Revenues 56,739 63,417 18,911 21,137
Net income 11,647 1,833 3,882 611
Operating
Average Entitlement Sales Volumes (1)
Oil and condensate (bbl/d) 1,083 1,572 361 524
Natural gas (mcf/d) 21,991 14,423 7,330 4,807
Barrel oil equivalent (boe/d) 4,748 3,976 1,582 1,325
Average Oil Price
Oil price ($/bbl) $ 99.45 $ 103.09 $ 99.45 $ 103.09
Net realization price ($/bbl) $ 97.38 $ 101.01 $ 97.38 $ 101.01
Brent oil price ($/bbl) $ 106.56 $ 108.28 $ 106.56 $ 108.28
Natural gas price ($/mcf) $ 3.96 $ 3.96 $ 3.96 $ 3.96
Capital Items
Total Assets 215,632 165,362 71,890 55,115
Total Liabilities 53,282 50,456 17,759 16,817
Net Assets 162,350 114,906 54,111 38,298

(1) Daily volumes represent the Company's share of the Contractor Parties entitlement volumes net of compensatory petroleum and the government's share of profit petroleum. Effective October 1, 2013, the compensatory petroleum increased from 5% to 10% where it will remain until specific cumulative oil and gas production milestones are attained.

About Greenfields Petroleum Corporation

Greenfields is a junior oil and natural gas Company focused on the development and production of proven oil and gas reserves principally in the Republic of Azerbaijan. The Company plans to expand its oil and gas assets through further farm-ins, and acquisitions of Production Sharing Agreements from foreign governments containing previously discovered but under-developed international oil and gas fields, also known as "greenfields". More information about the Company may be obtained on the Greenfields website at www.greenfields-petroleum.com .

Forward-Looking Statements

This press release contains forward-looking statements. More particularly, this press release may include, but is not limited to, statements concerning: increased average production, drilling and completion plans and the expected timing thereof, seismic acquisition, construction activity and the Company's operational plans. In addition, the use of any of the words "initial, "scheduled", "can", "will", "prior to", "estimate", "anticipate", "believe", "should", "forecast", "future", "continue", "may", "expect", and similar expressions are intended to identify forward-looking statements. The forward-looking statements contained herein are based on certain key expectations and assumptions made by the Company, including, but not limited to, expectations and assumptions concerning the success of optimization and efficiency improvement projects, the availability of capital, current legislation, receipt of required regulatory approval, the success of future drilling and development activities, the performance of existing wells, the performance of new wells, general economic conditions, availability of required equipment and services, weather conditions and prevailing commodity prices. Although the Company 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 the Company 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 most of which are beyond the control of Greenfields. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results, performance or achievements could vary materially from those expressed or implied by the forward-looking information. These risks include, but are not limited to, risks associated with the oil and gas industry in general (e.g., operational risks in development, exploration and production; delays or changes in plans with respect to exploration or development projects or capital expenditures; the uncertainty of reserve estimates; the uncertainty of estimates and projections relating to production, costs and expenses, and health, safety, political and environmental risks), commodity price and exchange rate fluctuations, changes in legislation affecting the oil and gas industry and uncertainties resulting from potential delays or changes in plans with respect to exploration or development projects or capital expenditures. Additional risk factors can be found under the heading "Risk Factors" in Greenfields' Annual Information Form and similar headings in Greenfields' Management's Discussion & Analysis which may be viewed on www.sedar.com .

The forward-looking statements contained in this press release are made as of the date hereof and Greenfields 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. The Company's forward-looking information is expressly qualified in its entirety by this cautionary statement.

Notes to Oil and Gas Disclosures

Barrels Oil Equivalent or "boe" may be misleading, particularly if used in isolation. All volumes disclosed in this press release use a 6mcf: 1boe, as such is typically used in oil and gas reporting and is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. The Company uses a 6mcf: 1boe ratio to calculate its share of entitlement sales from the Bahar Project for its financial reporting and reserves disclosure.

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.

Greenfields Petroleum Corporation
John W. Harkins
Chief Executive Officer
(832) 234-0800

Greenfields Petroleum Corporation
A. Wayne Curzadd
Chief Financial Officer
(832) 234-0800
[email protected]
www.greenfields-petroleum.com

CALGARY, ALBERTA--(Marketwired - Nov. 28, 2014) - Artisan Energy Corporation ("Artisan" or the "Corporation") (TSX VENTURE:AEC) is pleased to announce that in connection with its recently completed acquisition of MOGL Corp. and Spur Energy Corp., and in addition to the previously announced initial private placement closing, it has completed the final closing of its non-brokered private placement (the "Private Placement"). Artisan issued 4,400,000 units of Artisan ("Financing Units") at a price of $0.25 per Financing Unit, for aggregate gross proceeds of $1,100,000. Each Financing Unit consists of one Artisan Common Share and one common share purchase warrant, each warrant entitling the holder thereof to purchase one Artisan Common Share at a price of $0.30 per Artisan Common Share for a period of one year from the closing date of the Private Placement. Proceeds from the Private Placement will be used to reduce indebtedness and to advance Artisan's various development-stage projects. Artisan did not pay any commissions in relation to the Private Placement. The securities issued pursuant to the Private Placement are subject to a four-month plus one day hold period.

Together with the previously announced initial closing of the Private Placement, Artisan issued a total of 8,000,000 Financing Units for combined aggregate gross proceeds of $2,000,000.

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 news release.

Advisory

This news release contains forward-looking statements and information ("forward-looking statements") within the meaning of applicable securities laws relating to the Private Placement. All statements other than statements of historical fact may be forward-looking statements. Forward-looking statements relate to future events or performance and include statements which contain words such as "anticipate", "could", "should", "expect", "estimate", "seek", "may", "intend", "plan", "likely", "will", "believe" and similar expressions (including the negatives thereof). In addition, and without limiting the generality of the foregoing, this press release contains forward-looking statements relating to the use of proceeds of the Private Placement. Readers are cautioned not to place undue reliance on forward-looking statements.

The forward-looking statements are based on certain key expectations and assumptions made by Artisan's management, including expectations and assumptions concerning prevailing commodity prices, exchange rates, interest rates, applicable royalty rates and tax laws; future production rates and estimates of operating costs; performance of existing and future wells; reserve and resource volumes; anticipated timing and results of capital expenditures; the success obtained in drilling new wells; the state of the economy and the exploration and production business; results of operations; business prospects and opportunities; the availability and cost of financing, labor and services; the impact of increasing competition; ability to market oil and natural gas successfully; and obtaining the necessary regulatory approvals, including the approval of the TSX Venture Exchange, for the Private Placement.

While Artisan believes the expectations reflected in the forward-looking statements are reasonable, actual results and developments may differ materially from those contemplated by these statements as a result of known and unknown risks, including, but not limited to, the following: volatility in market prices for oil and natural gas; operating risks inherent in oil and natural gas operations; general economic conditions; competition for, among other things, capital, acquisitions of reserves, and personnel; equipment and labour shortages and inflationary costs; changes in applicable environmental, taxation and other laws and regulations as well as how such laws and regulations are interpreted and enforced; the effect of weather conditions on operations and facilities; risks inherent in the ability to generate sufficient cash flow from operations to meet current and future obligations; and stock market volatility. As a result, no assurance can be given that any of the events anticipated by the forward-looking statements contained herein will transpire or occur, or if any of them do so, what benefits will be derived therefrom. The foregoing list of risks is not exhaustive.

The forward-looking statements contained in this news release are made as at the date of this news release and Artisan does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws. Readers are urged to consider these factors carefully in evaluating any forward-looking information.

Additional information on other factors that could affect Artisan's operations and financial results are included in reports on file with Canadian securities regulatory authorities and may be accessed through the SEDAR website ( www.sedar.com ).

Artisan Energy Corporation
Rick Ironside
President & CEO
(403) 984-9275
[email protected]

Artisan Energy Corporation
John Bell
Vice-President Finance & CFO
(403) 984-9275
[email protected]
www.artisanenergy.ca

MONTREAL , Nov. 28, 2014 /CNW Telbec/ - PyroGenesis Canada Inc. ( http://pyrogenesis.com ) (TSXV: PYR), a TSX Venture 50® company, a world leader in the design, development, manufacturing and commercialization of advanced plasma processes, today announced its financial and operational results for the third quarter ("2014-Q3"), and nine months, of fiscal 2014, ending September 30, 2014 .

Third Quarter Highlights

During the third quarter of 2014, PyroGenesis has:

  • Backlog of $16 .4MM or more than 280% of 2013 annual revenues;
  • Gross Margin of 40.5% continue to exceed targets;
  • Strong progress achieved  on a $12 .5MM contract to design and manufacture first of 10 plasma-based powder production systems for 3D printing industry;
  • Continues to successfully reposition the Company by supplying plasma processes to an expanded client base which includes Oil and Gas, Mining and Metallurgical, and 3D Printing industries.

PyroGenesis' strategic entree into new high-margin market niches is translating into significant orders for its plasma processes and engineering services as evidenced by the level of new business activity and historic backlog. These results validate management's strategic decision to reposition the Company by introducing its plasma processes into new high-margin markets and embarking on the largest business development push in the Company's history.

Financial Highlights

Three months ended Sept 30,

%

Nine months ended Sept 30,

%

2014

2013

Change

2014

2013

Change

Revenue

$

1,215,261

$

1,394,255

-13%

$

3,980,220

$

3,877,216

3%

Gross margin before amortization of intangible assets

492,401

575,462

1,940,519

1,630,711

Gross margin before amortization of intangible assets %

40.5%

41.3%

48.8%

42.1%

Gross margin

143,133

226,194

892,714

582,906

Gross margin %

11.8%

16.2%

22.4%

15.0%

Loss from operations

(995,742)

(916,604)

9%

(2,578,724)

(2,847,637)

-9%

Comprehensive loss

$

(995,695)

$

(915,156)

9%

$

(2,577,576)

$

(2,844,768)

-9%

Basic and diluted loss per share

$

(0.01)

$

(0.01)

$

(0.04)

$

(0.05)

EBIDTA (loss) (1)

(531,629)

$

(275,859)

93%

$

(1,024,660)

$

(932,160)

10%

Adjusted EBITDA (loss) (1)

$

(531,629)

$

(275,859)

93%

$

(1,024,660)

$

(932,160)

10%

Sept 30,

Dec 31.

2014

2013

Total assets

$

6,133,657

$

7,170,872

Total Liabilities

$

4,048,930

$

11,780,886

Shareholders' equity (deficiency)

$

2,084,727

$

(4,610,014)

(1) EBITDA and Adjusted EBITDA are non-IFRS financial measures. The Company defines EBITDA as earnings before interest, taxes, depreciation and amortization. Adjusted EBITDA is defined as EBITDA less share-based payments.


Revenues

Revenues for 2014-Q3 were $1,215,261 , a decrease of 13% over revenues of $1,394,255 reported during the same period in fiscal 2013. On a year-to-date basis, revenues for fiscal year 2014 increased by 3% to $3,980,220 (9 months 2013: $3,877,216 ).  Revenues in 2014-Q3 are positively impacted by progress achieved on (i) the plasma system being built for the US Navy, (ii) phase 1 of a tactical mobile plasma system for destruction of chemical warfare agents, (iii) on R&D projects using novel plasma based technologies in the oil and gas industrial sector, and (iii) work on the recently signed contract to manufacture ten plasma based powder production systems for 3D printing.

2014 and 2015 revenues are projected to increase significantly based on a strong backlog ( $16 .4MM) of signed contracts combined with a significant pipeline of future projects identified and under discussion.

Cost of Sales and Services

Cost of Sales and Services before amortization of intangible assets for 2014-Q3 was $722,860 ( $818,793 : 2013-Q3), a decrease of 12%. On a YTD basis, cost of sales before amortization of licenses decreased by 9% to $2,039,701 as compared to $2,246,505 for the same period the prior year.

Building on the improvements in gross margins (before amortization of intangible assets) started in late 2012, 2014-Q3 strong gross margins of 40.5% (41.3%: 2013-Q3), exceeded the Company's business plan for the period.  On a YTD basis, gross margins (before amortization of intangible assets) increased by 19.0% to $1,940,519 as compared to $1,630,711 for the same period the prior year. The Company is targeting gross margins more consistent with those it has realized in 2013 and 2014 Q1 of approximately 40%.

The strong level of gross margin in 2014-Q3 was achieved through controlled project management, tight control over technical resources employed on projects, and favorable pricing on equipment purchases.

Management is confident that with an increased focus on operations and project execution, PyroGenesis will continue to post strong gross margins on its projects notwithstanding the natural fluctuations that may occur from quarter to quarter.

Selling, General and Administrative Expenses

Selling, general and administrative expenses ("SG&A") increased 7% to $1,082,803 ( $1,013,214 : 2013-Q3) for 2014-Q3 primarily reflecting management's strategic decision to increase investment in business development;  YTD SG&A increased 3% over that posted for the same period in 2013 (2014 Q3: $3,109,362 ; 2013 Q3: $3,021,782 ).

Net Loss

Loss from operations and Comprehensive loss for 2014-Q3 both increased 9% to $995,742 and $995,695 respectively, as compared to a Loss from Operations and a Comprehensive Loss of $916,604 and $915,156 reported for the same period during 2013-Q3. On a YTD basis, Loss from operations and Comprehensive loss decreased by 9%.

The 9% increase in the comprehensive loss in 2014-Q3 versus the comparable 2013 period, is primarily due to a 3% decrease in revenues, a 7% increase in SG&A, offset in part by a 79% reduction in financing charges due to the $6,000,000 conversion of debt to equity May 2014 . The company continues to maintain strong control over its spending while increasing resources allocated to business development, proposals, investor relations and research and development.

EBITDA

EBITDA (earnings from operations before interest, taxes, depreciation and amortization) for 2014-Q3 was negative $581,629 , as compared to the negative EBITDA of $425,642 reported during 2013-Q3.  On a YTD basis, EBITDA for fiscal 2014 was negative $1,203,160 , a 13% improvement over the negative EBITDA of $1,377,568 reported during the same period in fiscal 2013.

Adjusted EBITDA (EBITDA adjusted for share-based payments) for 2014-Q3 was negative $531,629 an increase of 93% over the negative Adjusted EBITDA of $275,859 reported during 2013-Q3.  On a YTD basis, Adjusted EBITDA for fiscal 2014 was negative $1,024,660 , a 10% increase over the negative Adjusted EBITDA of $932,160 reported during the same period in fiscal 2013.

Balance Sheet and Liquidity

At September 30, 2014 , PyroGenesis had cash on hand of $78,003 and negative working capital of $191,679 (negative $1,373,763 at December 31, 2013 ). As disclosed in the Subsequent Events section, on November 26th, 2014 , the Company closed a private placement of $1,500,000 , which significantly strengthens its working capital position.

Of note, the Company has no bank debt, nor any debt owing to unrelated parties.

Subsequent events

During October 2014 , the Company announced that Pope & Company and Pollitt & Co. Inc. commenced research coverage on PyroGenesis Canada.

On October 28, 2014 , the Company announced that it had passed initial inspection and had received the second payment in regards to the sale and delivery of the first of ten powder production systems for 3D printing.

On November 18, 2014 , the Company announced that it was awarded an additional study under a Master Service Agreement with a global oil and gas company for $788,300 .  This contract involves the adaption of an existing plant at the Company's facility which will be used to test and further demonstrate the economics of the Company's proprietary technology.  It is expected that this project will be completed in the second half of 2015.

On November 26, 2014 , The Company announced the closing of a private placement of CAD$1,500,000 of units of PyroGenesis (the "Units") at $0.35 per Unit (the "Issue Price"), each Unit consisting of one (1) common share (each, a "Common Share") and one-half (1/2) of one Common Share purchase warrant (each whole Common Share purchase warrant, a "Warrant") of PyroGenesis (the "Private Placement"). Each Warrant entitles its holder to acquire an additional Common Share (each, a "Warrant Share") at an exercise price of $0.55 per Warrant Share for a period of 24 months following the closing of the Private Placement.

The Common Shares constituted qualifying shares for the purposes of the Quebec Stock Savings Plan II.

The Company intends to use the net proceeds from the Private Placement for general corporate purposes and working capital.

Outlook

Although Q3 results are not in line with what one may have expected given recent press releases, we are happy to report that this was due to certain revenues, which were expected to be posted in Q3, will be accounted for in Q4 2014 and Q1 2015, and is not due to any deterioration in company prospects or backlog.  Results were further exasperated by delays in the signing of two key contracts from Q3 to Q4 2014. These revenues would have contributed a minimum of $400K to profitability in the quarter for a loss of approximately $595K as compared to that posted of $995K (vs. loss posted same quarter 2013 of $916K ).  Notwithstanding this, PyroGenesis still posted 3% gains in revenues and a 10% improvement in profitability for year over year nine months comparison.

Notwithstanding the above, 2014 continues to prove itself to be the "tipping point year" for PyroGenesis as the full effects of the Company's strategic plan to position itself in new high margin niche markets are being realized.  Management believes that based on the contracts in hand PyroGenesis will be profitable in 2015.

As noted, 9 month Revenues-to-date, 3% higher than the same period last year, are supported by a record backlog of signed contracts which are already more than 280% of 2013 revenues (which already were a 175% increase over 2012 revenues) and which are all expected to be completed over the next 15 months. Despite recent delays associated with certain project commencements, management still expects to post strong year over year results while maintaining its historic strong gross margins.

This progress has largely been due to the Company's successful repositioning itself in answer to the fiscal crisis confronting its largest client at the time; the US military. Under the direction of the Board, the Company has successfully transitioned from being a company predominately supplying waste management plasma processes to the US military to one that is supplying plasma processes to not only the military but also to the Oil and Gas as well as the Mining & Metallurgical and 3D Printing industries.  In each case the Company has targeted high margin niche businesses with the potential for significant repeat orders. PyroGenesis' recent success within the 3D printing industry wherein the Company announced that they had signed a $12.5 MM contract to provide 10 plasma based systems to produce the smallest, and most uniform spherical Titanium powders to the industry, is just one of the many successes of this repositioning strategy.  The Company expects many more of such contracts to be signed over the near term.

The Company continues to implement measures to strengthen and focus its business development department, which includes, amongst other measures, hiring additional strategically focused professionals.

The Company continues to de-risk its business model by starting to require recurring revenue features within sales agreements.  Management has targeted 2016-2017 as the time frame in which the Company will be profitable from recurring revenues alone.

About PyroGenesis Canada Inc.

PyroGenesis Canada, a TSX Venture 50® company, is the world leader in the design, development, manufacturing and commercialization of advanced plasma processes. We provide engineering and manufacturing expertise, cutting-edge contract research, as well as turnkey process equipment packages to the defense, metallurgical, mining, advanced materials (including 3D printing), oil & gas, and environmental industries. With a team of experienced PyroClassTM engineers, scientists and technicians working out of our Montreal office and our 3,800 m2 production facility, PyroGenesis maintains its competitive advantage by remaining at the forefront of technology development and commercialization. Our core competencies allow PyroGenesis to lead the way in providing innovative plasma torches, plasma waste processes, high-temperature metallurgical processes, and engineering services to the global marketplace. Our operations are ISO 9001:2008 certified, and have been since 1997. PyroGenesis is a publicly-traded Canadian company on the TSX Venture Exchange (Ticker Symbol PYR.V). For more information, please visit www.pyrogenesis.com

This press release contains certain forward-looking statements, including, without limitation, statements containing the words "may", "plan", "will", "estimate", "continue", "anticipate", "intend", "expect", "in the process" and other similar expressions which constitute "forward-looking information" within the meaning of applicable securities laws. Forward-looking statements reflect the Company's current expectation and assumptions, and are subject to a number of risks and uncertainties that could cause actual results to differ materially from those anticipated. These forward-looking statements involve risks and uncertainties including, but not limited to, our expectations regarding the acceptance of our products by the market, our strategy to develop new products and enhance the capabilities of existing products, our strategy with respect to research and development, the impact of competitive products and pricing, new product development, and uncertainties related to the regulatory approval process. Such statements reflect the current views of the Company with respect to future events and are subject to certain risks and uncertainties and other risks detailed from time-to-time in the Company's ongoing filings with the securities regulatory authorities, which filings can be found at www.sedar.com . Actual results, events, and performance may differ materially. Readers are cautioned not to place undue reliance on these forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements either as a result of new information, future events or otherwise, except as 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.

SOURCE PyroGenesis Canada Inc.

CALGARY, ALBERTA--(Marketwired - Nov. 28, 2014) - Divestco Inc. (TSX VENTURE:DVT) ("Divestco" or the "Company"), an exploration services company dedicated to providing a comprehensive and integrated portfolio of data, software and services to the oil and gas industry worldwide, today announced its financial and operating results for the three and nine months ended September 30, 2014.

Financial Highlights

OVERALL PERFORMANCE AND OPERATIONAL RESULTS
Financial Results (Thousands, Except Per Share Amounts)
Three months ended September 30 Nine months ended September 30
2014 2013 $ Change % Change 2014 2013 $ Change % Change
Revenue $ 5,207 $ 4,883 $ 324 7 % $ 17,108 $ 23,584 $ (6,476 ) -27 %
Operating Expenses (1) 6,140 5,219 921 18 % 17,281 17,822 (541 ) -3 %
Other Loss (Income) (31 ) (24 ) (7 ) N/A (186 ) 1,666 (1,852 ) N/A
EBITDA (2) (902 ) (312 ) (590 ) N/A 13 4,096 (4,083 ) -100 %
Finance Costs 682 301 381 127 % 1,184 792 392 49 %
Depreciation and Amortization 1,449 1,372 77 6 % 6,605 5,435 1,170 22 %
Loss before Income Taxes (3,033 ) (1,985 ) (1,048 ) N/A (7,776 ) (2,131 ) (5,645 ) N/A
Income Tax Recovery - - - N/A (31 ) - (31 ) N/A
Net Loss $ (3,033 ) $ (1,985 ) $ (1,048 ) N/A $ (7,745 ) $ (2,131 ) $ (5,614 ) N/A
Per Share - Basic and Diluted (0.05 ) (0.03 ) (0.02 ) N/A (0.12 ) (0.03 ) (0.08 ) N/A
Funds from Operations (2) $ (901 ) $ (291 ) $ (610 ) N/A $ (93 ) $ 6,093 $ (6,186 ) N/A
Per Share - Basic and Diluted (0.01 ) - (0.01 ) N/A - 0.09 (0.09 ) -100 %
Class A Shares Outstanding 67,096 66,921 N/A N/A 67,096 66,921 N/A N/A
Weighted Average Shares Outstanding
Diluted 67,085 66,909 N/A N/A 67,075 66,896 N/A N/A
(1) Includes salaries and benefits, G&A and shared-based payments but excludes depreciation and amortization and other loss (income)
(2) See the "Non GAAP Measures and Additional GAAP Measure" sections of the Company's Management Discussion and Analysis filed on the Company's website and on SEDAR.

Q3 2014 vs. Q3 2013

The Company generated revenue of $5.2 million compared to $4.9 million in Q3 2013, an increase of $0.3 million (7%). Operating expenses increased by $0.9 million (18%) to $6.1 million in Q3 2014. Finance costs increased by $381,000 (127%) to $682,000 in Q3 2014 mainly due to a higher cost of debt and the recognition of the remaining deferred finance charges related to debt the Company retired in Q3 2014. Depreciation and amortization ($1.4 million) increased by $77,000 (6%) mainly due to the growth of the seismic data library (Company's policy is to amortize 40% of participation survey costs immediately upon delivery of new seismic data to participants and the balance over six years straight-line).

Nine Months Ended September 30, 2014 vs. Nine Months Ended September 30, 2013

The Company generated revenue of $17.1 million compared to $23.6 million in 2013, a decrease of $6.5 million (27%). Operating expenses decreased by $0.5 million (3%) to $17.3 million for the nine-month period of 2014 due to lower salaries and benefits ($1 million or 10% decrease) partially offset by higher G&A costs. Finance costs increased by $0.4 million (49%) to $1.2 million in 2014 mainly due to a higher cost of debt and the recognition of the remaining deferred finance charges related to debt the Company repaid in Q3 2014. Depreciation and amortization ($6.6 million) increased by $1.2 million (22%) mainly due to higher amortization of new seismic data acquired in 2014.

Business Seasonality

Although the Company's Software & Data segment has relatively constant recurring revenue throughout the year from its license and subscription sales, some of the Company's other segments experience revenue fluctuations due to seasonal influences on oil and gas industry activities.

Seismic data acquisitions are usually completed in the winter season when the ground is frozen allowing access of heavy equipment with minimal disruption of agricultural fields. This affects the timing of recognition of revenues in the Seismic data segment. Additionally, the Services segment normally exhibits a noticeable reduction in sales in the spring and summer months and a noticeable increase in sales during the fall and winter months when significant drilling and exploration activities are underway in North America. To the extent possible, Divestco minimizes these fluctuations by performing specific types of contract work appropriate for lower-activity months.

Financial Position

Divestco ended Q3 2014 with a working capital deficit of $6.4 million (December 31, 2013: $2.3 million deficit), excluding deferred revenue of $7.8 million (December 31, 2013 - $2.8 million). The increase in working capital deficit from the end of 2013 was primarily due to the reclassification of shareholder loan debt from long-term to current. Currently, the company is in negotiations with the debt holders to restructure the debt back into a long term facility. The significant increase in accounts receivable and accounts payable was due to a large seismic brokerage transaction realized in Q3 2014.

As previously announced, the Company entered into a short-term bridge loan on September 30, 2014, to fully repay all bank indebtedness and augment working capital while management continues to move forward with the sale of non-strategic assets and putting a new long-term conventional banking facility in place. Also as previously announced, the Company consolidated its shareholder loans under a single loan agreement effective September 29, 2014. Since the entire shareholder loan is due on demand and there are no scheduled principal repayments, it is classified as current debt.

The Company expects to settle its liabilities in the near term by using funds from operations, completing an asset disposition and obtaining an alternative senior credit facility. The outcome of these events cannot be predicted at this time.

Operations Update and Outlook

For the last quarter of 2014, management anticipates seismic data segment revenues to significantly increase given current and anticipated drilling, asset acquisition and corporate consolidation activities of oil and gas producers, which is being driven by recently renewed investment in the sector. There have been three new seismic participation revenue projects initiated in Q4 2014 with revenue expected to be recognized in Q4 2014 and Q1 2015. Activity levels are also expected to increase in the Services segment, both domestically and internationally. The Software & Data segment released its new seismic interpretation solution (GlassTM) on October 1, 2014, which received excellent reviews at the May 2014 CSEG Conference in Calgary and October 2014 SEG Conference in Denver.

About the Company

Divestco is an exploration services company that provides a comprehensive and integrated portfolio of data, software, and services to the oil and gas industry. Through continued commitment to align and bundle products and services to generate value for customers, Divestco is creating an unparalleled set of integrated solutions and unique benefits for the marketplace. Divestco's breadth of data, software and services offers customers the ability to access and analyze the information required to make business decisions and to optimize their success in the upstream oil and gas industry. Divestco is headquartered in Calgary, Alberta, Canada and trades on the TSX Venture Exchange under the symbol "DVT".

Additional information on the Company is available on its website at Divestco.com and on SEDAR at sedar.com.

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 news release.

This press release contains forward-looking information related to the Company's capital expenditures, projected growth, view and outlook with respect to future oil and gas prices and market conditions, and demand for its products and services. Statements that contain words such as "could', "should", "can", "anticipate", "expect", "believe", "will", "may" and similar expressions and statements relating to matters that are not historical facts constitute "forward-looking information" within the meaning applicable by Canadian securities legislation. Although management of the Company believes that the expectations reflected in such forward-looking information are reasonable, there can be no assurance that such expectations will prove to have been correct because, should one or more of the risks materialize, or should the assumptions underlying forward-looking statements or forward-looking information prove incorrect, actual results may vary materially from those described in this press release as intended, planned, anticipated, believed, estimated or expected. Readers should not place undue reliance on forward-looking statements or forward-looking information. All of the forward-looking statements and forward-looking information of the Company contained in this press release are expressly qualified, in their entirety, by this cautionary statement. Except where required by law, the Company does not assume any obligation to update these forward-looking statements or forward-looking information if conditions or opinions should change.

In particular, this press release contains forward-looking statements pertaining to the following: Company's ability to keep debt and liquidity at acceptable levels, improve/maintain its working capital position and maintain profitability in the current economy; availability of external and internal funding for future operations; relative future competitive position of the Company; nature and timing of growth; oil and natural gas production levels; planned capital expenditure programs; supply and demand for oil and natural gas; future demand for products/services; commodity prices; impact of Canadian federal and provincial governmental regulation on the Company; expected levels of operating costs, finance costs and other costs and expenses; future ability to execute acquisitions and dispositions of assets or businesses; expectations regarding the Company's ability to raise capital and to add to seismic data through new seismic shoots and acquisition of existing seismic data; treatment under tax laws; and new accounting pronouncements.

These forward-looking statements are based upon assumptions including: future prices for crude oil and natural gas; future interest rates and future availability of debt and equity financing will be at levels and costs that allow the Company to manage, operate and finance its business and develop its software products and various oil and gas datasets including its seismic data library, and meet its future obligations; the regulatory framework in respect of royalties, taxes and environmental matters applicable to the Company and its customers will not become so onerous on both the Company and its customers as to preclude the Company and its customers from viably managing, operating and financing its business and the development of its software and data; and that the Company will continue to be able to identify, attract and employ qualified staff and obtain the outside expertise as well as specialized and other equipment it requires to manage, operate and finance its business and develop its properties.

These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond the Company's control, including: general economic, market and business conditions; vol atility in market prices for crude oil and natural gas; ability of Divestco's clients to explore for, develop and produce oil and gas; availability of financing and capital; fluctuations in interest rates; demand for the Company's product and services; weather and climate conditions; competitive actions by other companies; availability of skilled labour; failure to obtain regulatory approvals in a timely manner; adverse conditions in the debt and equity markets; and government actions including changes in environment and other regulation.

Divestco Inc.
Mr. Stephen Popadynetz
CEO and President
587-952-8152

Divestco Inc.
Mr. Danny Chiarastella
Vice President, Finance
587-952-8027
www.divestco.com

CALGARY, ALBERTA--(Marketwired - Nov. 28, 2014) -

All values are in Canadian dollars unless otherwise indicated. Conversion of natural gas volumes to barrels of oil equivalent (boe) are at 6:1.

Spyglass Resources Corp. ("Spyglass", or the "Company") (TSX:SGL) (OTCQX:SGLRF) announces that it has entered into a purchase and sale agreement to sell its Red Earth assets for $12.3 million (prior to normal closing adjustments). The transaction closed November 28, 2014 and the proceeds will be used to reduce bank indebtedness.

Red Earth production during the third quarter of 2014 was approximately 210 boe/d (100% liquids). Based on the McDaniel & Associates Consultants Ltd. December 31, 2013 reserve report, the property was assigned proved developed producing reserves of 0.4 MMboe, total proved reserves of 0.8 MMboe and proved plus probable reserves of 1.4 MMboe. Approximately 27,500 net acres of undeveloped land and a copy of the Company's proprietary seismic in the area are included in the transaction.

Spyglass continues to focus on strengthening the balance sheet through asset sales and developing the Company's drilling locations, while aligning the cost structure and dividend policy to the changing asset base. The Company will continue to pursue asset dispositions throughout the final quarter of 2014 and into 2015 to reduce debt and further focus operations.

Spyglass Resources Corp. is a dividend paying intermediate oil and natural gas company, headquartered in Calgary, Alberta and currently operates oil and gas properties in Western Canada.

Reader Advisory and Note Regarding Forward Looking Information

Certain statements contained within this press release, and in certain documents incorporated by reference into this document constitute forward looking statements. These statements relate to future events or future performance. All statements, other than statements of historical fact, may be forward looking statements. Forward looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "budget", "plan", "continue", "estimate", "expect", "forecast", "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", "believe" and similar expressions. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward looking statements.

In particular, this press release contains the following forward looking statements pertaining to, without limitation, the following: Spyglass' (i) future production volumes and the timing of when additional production volumes will come on stream; Spyglass' (ii) realized price of commodities in relation to reference prices; (iii) future commodity mix; (iv) future commodity prices; (v) expectations regarding future royalty rates and the realization of royalty incentives; (vi) expectation of future operating costs on a per unit basis; (vii) the relationship of Spyglass' interest expense and the Bank of Canada interest rates; (viii) future general and administrative expenses; future development and exploration activities and the timing thereof; (ix) deferred tax liability; (x) estimated future contractual obligations; (xi) future liquidity and financial capacity of the Company; (xii) ability to raise capital and to add to reserves through exploration and development; (xiii) ability to obtain equipment in a timely manner to carry out exploration and development activities; (xiv) ability to obtain financing on acceptable terms, and (xv) ability to fund working capital and forecasted capital expenditures. In addition, statements relating to "reserves" or "resources" are deemed to be forward looking statements, as they involve assessments based on certain estimates and assumptions that the resources and reserves described can be profitably produced in the future.

We believe the expectations reflected in the forward looking statements are reasonable but no assurance can be given that our expectations will prove to be correct and consequently, such forward looking statements included in, or incorporated by reference into, this press release should not be unduly relied upon. These statements speak only as of the date of this press release or as of the date specified in the documents incorporated by reference in this press release. The actual results could differ materially from those anticipated as a result of the risk factors set forth below and elsewhere in this press release which include: (i) volatility in market prices for oil and natural gas; (ii) counterparty credit risk; (iii) access to capital; (iv) changes or fluctuations in production levels; (v) liabilities inherent in oil and natural gas operations; (vi) uncertainties associated with estimating oil and natural gas reserves; (vii) competition for, among other things, capital, acquisitions of reserves, undeveloped lands and skilled personnel; (viii) stock market volatility and market valuation of Spyglass' stock; (ix)geological, technical, drilling and processing capabilities; (x) limitations on insurance; (xi) changes in environmental or legislation applicable to our operations, (xii) our ability to comply with current and future environmental and other laws; (xiii) changes in tax laws and incentive programs relating to the oil and gas industry, and (xiv) the other factors discussed under "Risk Factors" in the Company's 2013 Annual Information Form.

Readers are cautioned that the foregoing lists of factors are not exhaustive. The forward looking statements contained in this press release and the documents incorporated by reference herein are expressly qualified by this cautionary statement. The forward looking statements contained in this press release speak only as of the date thereof and Spyglass does not assume any obligation to publicly update or revise them to reflect new events or circumstances, except as may be required pursuant to applicable securities laws.

Barrel of oil equivalents or BOEs may be misleading, particularly if used in isolation. A BOE conversion ratio of 6 mcf: 1 bbl is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. As the value ratio between natural gas and crude oil based on the current prices of natural gas and crude oil is significantly different from the energy equivalency of 6:1, utilizing a conversion on a 6:1 basis may be misleading as an indication of value.

This press release shall not constitute an offer to sell, nor the solicitation of an offer to buy, any securities in the United States, nor shall there be any sale of securities mentioned in this press release in any State in the United States in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities law of any such State.

Spyglass Resources Corp.
Dan O'Byrne
President & CEO

Spyglass Resources Corp.
Dallas McConnell
VP Corporate Development & Investor Relations

Spyglass Resources Corp.
Ashley Nuell
Senior Investor Relations Advisor

IR# 403.930.3524
[email protected]
www.spyglassresources.com

TSX Venture Exchange:  PRY

CALGARY , Nov. 28, 2014 /CNW/ - Pinecrest Energy Inc. ("Pinecrest" or the "Company") announces that it has filed on SEDAR its unaudited financial statements and related Management's Discussion and Analysis ("MD&A") for the three and nine month period ended September 30 , 2014.  The statements will be available for review at www.sedar.com or www.pinecrestenergy.com .

September 30

Three months ended

Nine months ended

2014

2013

2014

2013

FINANCIAL

Petroleum and natural gas sales

15,018

25,921

51,414

89,323

Funds flow from operations (1)

4,245

9,582

17,432

47,336

Per share - basic

$0.02

$0.04

$0.08

$0.22

Per share - diluted

$0.02

$0.04

$0.08

$0.21

Net income

51

(843)

748

7,069

Per share - basic

$0.00

$0.00

$0.00

$0.03

Per share - diluted

$0.00

$0.00

$0.00

$0.03

Capital expenditures

2,846

23,886

4,631

79,761

Net debt and working capital deficit (2)

113,519

128,617

113,519

128,617

Common Shares Outstanding

Weighted average – basic

217,212

217,375

217,212

215,730

Weighted average – diluted

221,377

217,375

221,786

228,203

OPERATING

Number of days

92

92

273

273

Production

Crude oil (bbls/d)

1,688

2,674

1,878

3,457

Natural gas (mcf/d)

316

463

379

433

NGL (bbls/d)

68

53

65

43

Barrels of oil equivalent (boe/d–6:1)

1,809

2,804

2,006

3,572

Average realized price (3)

Crude oil ($/bbl)

96.12

103.90

99.78

93.66

Natural gas ($/mcf)

0.10

2.52

0.38

2.97

NGL ($/bbl)

13.34

51.54

12.49

48.91

Netback per boe ($) (1)

Petroleum and natural gas sales

90.24

100.46

93.88

91.59

Royalties

(18.44)

(10.86)

(17.14)

(7.78)

Production and transportation expenses

(32.06)

(29.06)

(28.10)

(22.74)

Field netback

39.74

60.54

48.64

61.07

Realized loss on derivative financial instruments

(1.95)

(15.46)

(2.88)

(5.88)

Operating netback

37.79

45.08

45.76

55.19

Wells drilled

Gross

-

3.0

-

15.0

Net

-

3.0

-

14.3

Success rate (%)

n/a

100

n/a

100

(1) Non-GAAP measure
(2) Excludes $0.1 million liability (2013 - $2.3 million ) related to the fair value of derivative financial instruments
(3) Before the effects of derivative financial instruments

Operations Update and Outlook

During the third quarter the Company continued to focus its efforts and capital on implementing and optimizing its water flood projects and primary production in the greater Red Earth area.

Production during the third quarter averaged 1,809 boe/d (97% light oil and NGL's). Third quarter production was negatively impacted by a third party pipeline outage resulting in lost production of 81 boe/d for the quarter. Current production based on field estimates is 1,850 boe/d.

The Company is moving forward certain short and long term capital projects to optimize the production and costs associated with its water flood project areas and primary production in the greater Red Earth area. The Company anticipates consolidating and improving certain field facilities in the first and second quarter of 2015 designed to reduce the point forward cost structure and enable increased production rates from its water flood project areas

Pinecrest continues to optimize and expand its water flood project areas in the greater Red Earth area. The primary focus of the Company's available capital will be on these projects for the remainder of 2014 and early 2015 due to their superior long term economics versus primary drilling.

Advisory

The information in this press release contains certain forward-looking statements. These statements relate to future events or our future performance. All statements other than statements of historical fact may be forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "plan", "continue", "estimate", "expect", "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", "believe", "would" and similar expressions. In particular, forward looking statements in this press release includes, but is not limited to: waterflood and production optimization, oil recovery rates, drilling plans for 2014, expected production, expected oil to water ratios, the effects of waterfloods on recovery factors, decline rates, expectations for wells, success in drilling and waterflood activities,  production rates, the quantity of reserves, and projections of market prices, and costs. These statements involve substantial known and unknown risks and uncertainties, certain of which are beyond Pinecrest's control, including: the impact of general economic conditions; industry conditions; changes in laws and regulations including the adoption of new environmental laws and regulations and changes in how they are interpreted and enforced; fluctuations in commodity prices and foreign exchange and interest rates; stock market volatility and market valuations; access to capital; volatility in market prices for oil and natural gas; liabilities inherent in oil and natural gas operations; uncertainties associated with estimating oil and natural gas reserves; competition for, among other things, capital, acquisitions, of reserves, undeveloped lands and skilled personnel; incorrect assessments of the value of acquisitions; changes in income tax laws or changes in tax laws and incentive programs relating to the oil and gas industry; geological, technical, drilling and processing problems and other difficulties in producing petroleum reserves. Pinecrest's actual results, performance or achievement could differ materially from those expressed in, or implied by, such forward-looking statements and, accordingly, no assurances can be given that any of the events anticipated by the forward-looking statements will transpire or occur or, if any of them do, what benefits that Pinecrest will derive from them. Forward-looking statements are made as of the date herein except as required by law, Pinecrest undertakes no obligation to publicly update or revise any forward-looking statements.  Many of these risks and uncertainties and additional risk factors are described in the Company's Annual Information Form which is available at www.sedar.com .  Readers should review such risk factors and others referred to in documents Pinecrest files at www.sedar.com .

Statements relating to "reserves" or "resources" are deemed to be forward-looking statements, as they involve the implied assessment, based on certain estimates and assumptions, that the resources or reserves described can be profitably produced in the future.

The Corporation uses the following terms for measurement within this press release that do not have a standardized prescribed meaning under GAAP and these measurements may differ from other companies and accordingly may not be comparable to measures used by other companies. The terms "funds from operations" and "operating netback" are not recognized measures under the applicable GAAP. Management of the Corporation believes that these terms are useful, in addition to profit and loss and cash flow from operating activities as defined by GAAP, for evaluating the Corporation's operating performance and leverage. Funds from operations is expressed as cash flow from operating activities before changes in non-cash working capital and asset retirement expenditures. Operating netback is a measure of operating margin used in capital allocation decisions. Pinecrest defines operating netback as average realized price per boe, less royalties per boe, less operating and transportation expenses per boe, plus any realized gain or loss per boe on financial instruments.

Barrels of Oil Equivalent ("boe") may be misleading, particularly if used in isolation. A boe conversion ratio of 6MCF:1bbl is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. Given that the value ratio based on the current price of crude oil as compared to natural gas is significantly different from the energy equivalency of 6:1, utilizing a conversion on a 6:1 basis may be misleading as an indication of value.

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 news release.

SOURCE Pinecrest Energy Inc.