EX-99.1 2 v125428_ex99-1.htm
 
Exhibit 99.1

For Immediate Release

Triangle Petroleum Announces Results for the
Second Quarter of Fiscal Year 2009

Calgary, Alberta- September 3, 2008 - Triangle Petroleum Corporation (the "Company" or "Triangle") (OTCBB:TPLM) today reported financial and operational results for the second quarter of the fiscal year ended January 31, 2009.

FINANCIAL SUMMARY

The Company incurred a net loss of $2.4 million ($0.04 net loss per diluted share) for the second quarter of fiscal 2009 compared to a net loss of $5.9 million ($0.16 net loss per diluted share), for the second quarter of fiscal 2008. The reduction in the loss was mainly the result of no oil and gas impairment charges in the second quarter of fiscal 2009 compared to a $3.9 million oil and gas property impairment charge in the same period of fiscal 2008. Also, lower production costs, depletion, depreciation and accretion expense, and stock based compensation expense, which is a component of general and administrative expenses, contributed to the reduction in the loss. Revenue for the second quarter of fiscal 2009 totaled $0.1 million, which was derived from producing wells in the Company's Barnett and Alberta Deep Basin projects, even with revenue in the second quarter of fiscal 2008.

For the first six months of fiscal 2009, the Company incurred a net loss of $4.2 million ($0.08 net loss per diluted share) compared with a net loss of $9.3 million ($0.28 net loss per diluted share) for the same six month period in fiscal 2008. The reduction in the loss was mainly the result of no oil and gas impairment charges in the first six months of fiscal 2009 compared to a $3.9 million oil and gas property impairment charge in the same six month period of fiscal 2008. Also, lower stock based compensation expense, which is a component of general and administrative expenses, contributed to the reduction in the loss. Revenue for the six months ended July 31, 2008 totaled $0.3 million compared with $0.2 million in the same six month period ending July 31, 2007.

In the first six months of fiscal 2009, the Company spent $1.7 million on investing activities mainly related to shale gas exploration in the Windsor Block of the Maritimes Basin of Eastern Canada. These activities include completion and testing of two vertical test wells which were drilled in the third quarter of fiscal 2008 and drilling costs for the first exploration well in the second phase of the Windsor Block program that began before quarter-end. In the same six-month period of fiscal 2008, the Company invested $6.5 million.

At July 31, 2008, cash and cash equivalents totaled $23.5 million. On June 4, 2008, Triangle announced that it raised $25.5 million through the private placement of 18,257,500 units priced at $1.40 per unit. Each unit consisted of one share of common stock and one-half of a warrant. One full warrant can be exercised into one share of common stock for a period of two years at a price of $2.25 per share. The net proceeds of $23.6 million were used to repay $4 million of secured convertible debentures and will be used to fund a portion of the drilling program in the Windsor Block and for general working capital purposes. Also during the quarter, the Company sold its interests in two Barnett shale wells for $0.2 million and its 25% interest in 9,692 net undeveloped acres in Montana (Rocky Mountain Project) for $0.8 million. In July, Triangle received $6.5 million in cash from its joint venture partners related to the Windsor Block: $3 million from one partner for its share of past seismic and test well expenditures and $3.5 million from both partners for their share of drilling costs for the first exploration well. At July 31, 2008, the Company had positive working capital of $10.6 million compared with a working capital deficit of $7.7 million at July 31, 2007.


Mark Gustafson, Triangle's Chairman and CEO, commented, "Our working capital position improved significantly during the second quarter. The net funds from our private placement combined with the proceeds from asset sales, and the cash calls from our two joint venture partners in the Windsor Block strengthened our balance sheet and gives us the liquidity we need to pursue the next phase of our exploration program in Nova Scotia.”

OPERATIONS SUMMARY 

Windsor Block

The farm-in agreement on this Block was entered into in May 2007 and covers approximately 516,000 gross acres in the Windsor Sub-Basin of the Maritimes Basin located in the province of Nova Scotia, Canada. During fiscal 2008, Triangle earned a 70% working interest in the block by drilling and completing a vertical test well. In July 2008, Triangle’s farm-in partner elected to maintain their 30% working interest instead of converting to a 5% gross overriding royalty. Also in July 2008, Triangle entered into a partnership with Zodiac Exploration Corp (“Zodiac”), a private Calgary-based exploration company, to drill as many as six new delineation wells on the Windsor Block. The joint venture provides for an initial commitment by Zodiac to pay 50% of drilling costs, up to $7.5 million ($15 million gross), to earn a 12.5% working interest in the entire Windsor Block. Within thirty days of fulfilling this expenditure commitment, Zodiac has the option to commit another $7.5 million ($15 million gross) for an additional 12.5% working interest. Based upon Zodiac spending the entire $15 million, Triangle would retain a 45% working interest and would continue as operator, and Zodiac would have earned a 25% working interest in the Windsor Block.

In July 2008, Triangle started the second stage of its Windsor Block program. Triangle has contracted for Nabors rig #4, which has a depth rating of 3,600 meters (12,000 feet), for the balance of 2008 to drill the second stage wells that are expected to test the gas content and productivity of the Horton Bluff shales in various locations across the Windsor Block, and also to evaluate potential overlying conventional oil and gas reservoirs. The first vertical exploration well of this second stage, N-14-A, was spudded in mid July 2008. N-14-A is located approximately five miles north of the two original vertical test wells, Kennetcook #1 and Kennetcook #2. N-14-A has been drilled to a depth of 8,500 feet (2,600 meters). The well encountered Horton Bluff shale at a depth of 3,600 feet (1,100 meters), and drilled through a total of 4,900 feet (1,500 meters) of shale and interbedded sands before drilling was terminated in the lower Horton Bluff. An extensive suite of open hole logs has been obtained over the entire shale interval. Core was taken in the shale over a 60 foot (18 meter) interval at a depth of 5,800 feet (1,700 meters), and cuttings samples were retrieved throughout the drilling operation. Log and lab analyses are currently underway in Calgary and Houston. The highest gas response was observed while drilling the interval between 4,200 and 8,200 feet (1,300 to 2,500 meters). Preliminary analysis of the shales below 8,200 feet (2,500 meters) indicate higher thermal maturity and diminished gas response, so the decision was made to suspend drilling at 8,500 feet (2,600 meters) and to set 7-inch intermediate casing. By setting the large intermediate casing, Triangle retains the option to either deepen or drill out horizontally, depending on formation evaluation and completion results in the vertical well.

Triangle’s second vertical exploration well in 2008, O-61-C, was spudded in late August 2008. This well is located approximately 14 miles (22 kilometers) west of N-14-A, and is located in a separate fault block from N-14-A, extending the trend from the two Kennetcook test wells Triangle drilled in 2007. Planned total depth is 9,900 feet (3,000 meters). This well has been positioned using seismic to test the Horton Bluff shales and to evaluate potential conventional reservoirs in the uphole Windsor group.


Beech Hill Block

The farm-in agreement on this Block was entered into in March 2007 and covers approximately 68,000 gross acres in the Moncton Sub-Basin of the Maritimes Basin located in the province of New Brunswick, Canada. Triangle is entitled to earn a 70% working interest in the block subsequent to the acquisition and evaluation of a minimum $250,000 seismic program and then electing no later than December 31, 2008 to drill a test well by mid-2009. In June 2008, the Company entered into a partnership with Zodiac on this Block. Zodiac agreed to incur the first $250,000 of costs for the seismic program for the option to earn a 25% working interest in the Beech Hill Block after paying 50% of the test well costs. Based upon Zodiac participating in the test well, Triangle would retain a 45% working interest and would continue as operator.

During June and July 2008, approximately $280,000 gross ($30,000 net) expenditures were incurred to complete the acquisition phase of approximately 18 miles (30 kilometers) of 2-D seismic on the Beech Hill Block. The Company now has until the end of this year to interpret this data and decide whether or not to drill a well by mid-2009 in order to earn a 70% working interest (net 45% should Zodiac elect to participate). Zodiac paid $250,000 towards the seismic program, thereby earning the option to participate in the drilling of the first well. The Beech Hill Block is covered by leases and licenses to search for oil and natural gas with the New Brunswick government which expire between February 2009 and June 2011.

Howard Anderson, Triangle's President and Chief Operating Officer stated, "We welcome our new partner, Zodiac Exploration, who will be working with us in the ongoing exploration of the Windsor Block, and the initial exploration on our Beech Hill Block in New Brunswick. We are encouraged by the results from the N-14-A well in Nova Scotia and look forward to seeing the results from the O-61-C well. For the next several months, we will focus on analyzing the technical data from the wells drilled, pursuing additional drilling locations, and most importantly, determining the appropriate completion program, all of which should indicate signposts toward commerciality of the Windsor Block.”

CONFERENCE CALL INFORMATION

Triangle has scheduled a conference call to review second quarter fiscal 2009 results today at 11:00 a.m. eastern time. To participate in the conference call, callers in the United States and Canada can dial (866) 845-8624 and international callers can dial (706) 634-0487. The Conference I.D. for all callers is 62244387.

The call will be available for replay beginning two hours after the call is completed through midnight of September 7, 2008. For callers in the United States and Canada, the toll-free number for the replay is (800) 642-1687. For international callers the number is (706) 645-9291. The Conference I.D. for all callers to access the replay is 62244387.

ABOUT TRIANGLE PETROLEUM CORPORATION
 
Triangle is an exploration company focused on emerging Canadian shale gas projects covering 584,000 gross acres in the Maritimes Basin in Nova Scotia and New Brunswick. An experienced team comprising technical and business skills has been formed to optimize the Company's opportunities through its operating subsidiaries, Triangle USA Petroleum Corporation in the United States and Elmworth Energy Corporation in Canada.
 
For more information please visit www.trianglepetroleum.com.

For more information contact:                                             
Jason Krueger, CFA, Corporate Communications
E-mail: info@trianglepetroleum.com
Telephone: (403) 374-1234

                Safe Harbor Statement. This news release includes statements about expected future events and/or results that are forward-looking in nature and subject to risks and uncertainties. Forward-looking statements in this release include, but are not limited to, the amount of funds the Company may receive from industry partners and the Company's proposed acquisition and development of properties, including drilling projects. It is important to note that actual outcomes and the Company's actual results could differ materially from those in such forward-looking statements. Factors that could cause actual results to differ materially include the possibility that additional investments will not be made or that appropriate opportunities for development will not be available or will not be properly developed. For additional risk factors about our Company, readers should refer to risk disclosure contained in our reports filed with the Securities and Exchange Commission.


 
Triangle Petroleum Corporation
Consolidated Statements of Operations
(Expressed in U.S. dollars)
(Unaudited)

   
Three
Months
Ended
July 31,
  
Three
Months
Ended
July 31,
  
Six
Months
Ended
July 31,
  
Six
Months
Ended
July 31,
  
   
2008
  
2007
  
2008
  
2007
  
   
$
  
$
  
$
  
$
  
                   
Revenue, net of royalties
    
107,831
    
124,636
    
259,950
    
193,226
  
                           
Operating Expenses
                          
                           
Oil and gas production
    
4,154
    
71,493
    
63,381
    
73,802
  
Depletion, depreciation and accretion
    
23,268
    
135,721
    
93,567
    
211,189
  
Depreciation – property and equipment
    
9,988
    
14,834
    
19,747
    
21,614
  
General and administrative
    
1,142,684
    
1,331,407
    
2,343,402
    
3,563,901
  
Impairment of oil and gas properties
    
-
    
3,891,403
    
-
    
3,891,403
  
Gain on sale of assets
    
(10,705
)
  
-
    
(10,705
)
  
-
  
Foreign exchange loss
    
28,595
    
163,752
    
24,589
    
159,746
  
                           
     
1,197,984
    
5,608,610
    
2,533,981
    
7,921,655
  
                           
Loss from Operations
    
(1,090,153
)
  
(5,483,974
)
  
(2,274,031
)
  
(7,728,429
)
                           
Other Income (Expenses)
                          
                           
Accretion of discounts on convertible debentures
    
(791,042
)
  
(2,267,808
)
  
(2,006,400
)
  
(4,608,534
)
Amortization of debt issue costs
    
(73,056
)
  
(113,645
)
  
(182,640
)
  
(231,353
)
Loss on debt extinguishment
    
(160,662
)
  
-
    
(160,662
)
  
-
  
Interest expense
    
(211,353
)
  
(306,397
)
  
(465,333
)
  
(688,748
)
Interest income
    
65,014
    
203,243
    
82,229
    
395,666
  
Unrealized gain (loss) on fair value of derivatives
    
(125,741
)
  
2,087,874
    
793,589
    
3,555,414
  
                           
Total Other Expenses
    
(1,296,840
)
  
(396,733
)
  
(1,939,217
)
  
(1,577,555
)
                           
Net Loss for the Period
    
(2,386,993
)
  
(5,880,707
)
  
(4,213,248
)
  
(9,305,984
)
                           
Net Loss Per Share – Basic and Diluted
    
(0.04
)
  
(0.16
)
  
(0.08
)
  
(0.28
)
                           
Weighted Average Number of Shares Outstanding – Basic and Diluted
    
60,673,000
    
36,019,000
    
54,126,000
    
33,344,000
  


Triangle Petroleum Corporation
Consolidated Balance Sheets
(Expressed in U.S. dollars)
 
   
July 31,
2008
$
(Unaudited)
  
January 31,
2008
$
   
  
ASSETS
              
               
Current Assets
              
Cash and cash equivalents
    
23,493,562
    
4,581,589
  
Prepaid expenses
   
488,063
    
797,307
  
Other receivables
    
488,971
    
1,689,391
  
               
Total Current Assets
    
24,470,596
    
7,068,287
  
               
Debt Issue Costs, net
    
-
    
465,833
  
               
Property and Equipment
   
50,315
    
66,121
  
               
Oil and Gas Properties (Note 4)
    
22,773,219
    
24,978,949
  
               
Total Assets
    
47,294,130
    
32,579,190
  
               
LIABILITIES AND STOCKHOLDERS’ EQUITY
              
               
Current Liabilities
              
               
Accounts payable
    
3,549,024
    
3,533,833
  
Accrued interest on convertible debentures
    
1,917,122
    
2,751,096
  
Accrued liabilities
   
419,206
    
420,384
  
Derivative liabilities (Note 7)
    
-
    
3,262,846
  
Convertible debentures less unamortized discount of $2,037,931 and $1,321,869, respectively (Note 6)
    
7,962,069
    
4,778,271
  
               
Total Current Liabilities
    
13,847,421
    
14,746,430
  
               
Asset Retirement Obligations (Note 5)
    
582,276
    
1,003,353
  
               
Convertible Debentures, less unamortized discount of $nil and $3,229,279, respectively (Note 6)
    
-
    
6,770,721
  
               
Total Liabilities
    
14,429,697
    
22,520,504
  
               
Going Concern (Note 2)
              
Contingency (Note 8)
              
               
Stockholders’ Equity
              
               
Common Stock (Note 8)
Authorized: 100,000,000 shares, par value $0.00001Issued: 67,426,043 shares (2008 – 46,794,530 shares)
    
674
    
468
  
               
Additional Paid-In Capital (Note 8)
    
80,633,966
    
57,852,277
  
               
Warrants (Note 9)
    
4,237,100
    
-
  
               
Deficit
   
(52,007,307
)
  
(47,794,059
)
               
Total Stockholders’ Equity
    
32,864,433
    
10,058,686
  
               
Total Liabilities and Stockholders’ Equity
    
47,294,130
    
32,579,190