Tuscany Announces Filing of Preliminary Prospectus and $2.5 Million Offering

CALGARY, ALBERTA–(Marketwired – June 27, 2014) – Tuscany Energy Ltd. (“Tuscany” or the “Corporation“) (TSX VENTURE:TUS) announces that it has filed and received a receipt for a preliminary short form prospectus in connection with a public offering of up to 6,250,000 units (“Units“) and common shares of the Corporation to be issued on a flow-through basis in respect of Canadian development expenses (the “CDE FT Shares“) at a price of $0.40 per Unit or CDE FT Share, as applicable, for aggregate gross proceeds of up to $2.5 million (the “Offering“). Each Unit is comprised of one common share (“Common Share“) and one-half of one common share purchase warrant (“Warrant“) of the Corporation, with each whole Warrant entitling the holder thereof to acquire one Common Share at a price of $0.50 for a period of 12 months from closing of the Offering, provided that if at any time prior to the expiry of the Warrants the 20 day weighted average trading price of the Common Shares on the TSX Venture Exchange (the “Exchange“) is $0.70 or greater, the Warrants will expire 30 days from the date Tuscany gives notice of same to the warrant agent under the indenture governing the Warrants.

The Offering will be conducted by a syndicate of agents led by Acumen Capital Finance Partners Limited and including Industrial Alliance Securities Inc. and Richardson GMP Limited (collectively, the “Agents“). Tuscany has also granted the Agents an over-allotment option to purchase or sell up to an additional 937,500 Units and Flow-Through Shares on the same basis as the Offering for additional gross proceeds of up to $375,000. The option is exercisable at any time on or before the date that is 30 days following the closing of the Offering.

The net proceeds of the Offering will be used to temporarily reduce bank indebtedness thereby freeing up additional borrowing capacity which is expected to be used to partially fund the Corporation’s ongoing capital expenditure program, with proceeds from the issuance of the CDE FT Shares used to incur eligible Canadian development expenditures that will be renounced to subscribers effective on or before December 31, 2014.

The Offering is being conducted in the provinces of Alberta, British Columbia, Saskatchewan and Ontario by way of short form prospectus and is expected to close on or about July 17, 2014. Closing of the Offering is subject to certain customary conditions, including the receipt of all necessary regulatory and stock exchange approvals including that of the Exchange and all applicable securities regulatory authorities.