TSX-V TZR.V last: 0.02 vol: 5000 OTCQX TCRRF last: 0.02 vol: 500

2014 news releases

Terrace Announces Approvals Of Convertible Note Exchange

Vancouver, BC October 14, 2014 ‚Ä" Terrace Energy Corp. (the "Company" or "Terrace") (TSXV: TZR, OTCQX: TCRRF; Germany: 2TR) is pleased to announce that the Supreme Court of British Columbia has granted a final order approving the Company's previously announced arrangement under which the holders of the Company's outstanding 8% convertible unsecured notes due April 2, 2018 are to be exchanged for new notes that are expected to be listed for trading on the TSX Venture Exchange.
The court approval was conditioned on the approval of the current noteholders. At a meeting held on October 8:

  • 95.45% in number of noteholders voted at the Meeting voted in favour of the arrangement; and
  • noteholders representing 90.15% of the aggregate principal amount of the notes that were voted at the meeting voted in favour of the arrangement.

The arrangement remains subject to customary closing conditions, including, among others, the receipt of applicable regulatory approvals. The Company anticipates that the arrangement will be completed on or about October 15, 2014, and that the new notes will be listed for trading on the TSX Venture Exchange on or about October 20, 2014 under the ticker symbol "TZR.DB".

Full particulars regarding the terms of the arrangement are set out in the plan of arrangement and management information circular, which are available under the Company's profile on SEDAR at www.sedar.com.

About Terrace Energy

Terrace Energy is an oil & gas development stage company that is focused on unconventional oil extraction in onshore areas of the United States with a particular focus on South Texas.

ON BEHALF OF THE BOARD OF DIRECTORS

"Dave Gibbs"

Dave Gibbs, President and Chief Executive Officer

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.

Cautionary Statement and Forward-Looking Information

This press release includes forward-looking information and forward-looking statements (together, "forward-looking information") within the meaning of applicable Canadian and United States securities laws. Forward-looking information includes statements: regarding the Company’s beliefs and expectations regarding the completion and/or timing of the transactions contemplated under the Arrangement; and the listing of the New Notes on the TSX-V. Users of forward-looking information are cautioned that actual results may vary from the forward-looking information disclosed in this press release. The material risk factors that could cause actual results to differ materially from the forward-looking information contained in this press release include: the risk that the Company will be unable to obtain all necessary regulatory or other approvals for the Arrangement; no market may develop for trading the Notes or such market may lack liquidity; the trustee under the indenture to govern the Notes may fail to efficiently administer the Notes or effectively act on behalf of the holders thereof; and other risks and uncertainties described under the heading "Risk Factors" and elsewhere in the Company's most recent Annual Information Form and other documents filed with Canadian securities regulators at www.sedar.com.
Readers are cautioned that the assumptions used in the preparation of forward-looking information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking information. The material assumptions used to develop the forward-looking information include: that the Company will obtain all necessary consents and approvals, including any necessary court, Noteholder and/or regulatory approval, including the TSX-V for the Arrangement; the trustee under the indenture to govern the New Notes will fulfill its duties and responsibilities thereunder; that the Company will obtain TSX-V approval for the listing of the New Notes; and that other conditions under the plan of arrangement will be fulfilled or waived.

The Company does not assume the obligation to update any forward-looking information, except as required by applicable law.

For further information please contact: terrace@terraceenergy.net

www.terraceenergy.net

Canadian Address
Suite 1012 - 1030 West Georgia St. Vancouver B.C. V6E 2Y3
Ph: 604 282-7897
Fax: 604 629 0418
US Address
Suite 400-202 Travis Street,
Houston Texas 77002
Ph: 713 227 0010