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TRIANGLE PETROLEUM CORP FILES (8-K) Disclosing Regulation FD Disclosure, Financial Statements and Exhibits

July 15, 2014

Item 7.01 Regulation FD Disclosure.



On July 15, 2014, Triangle Petroleum Corporation (the "Company") issued a press release announcing that Triangle USA Petroleum Corporation ("TUSA"), the Company's wholly-owned subsidiary, priced a private placement of $450 million aggregate principal amount of 6.75% senior unsecured notes due 2022 ("Notes"). A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The Notes will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities law and may not be offered or sold in the United States absent registration or an applicable exemption from registration under the Securities Act and applicable state securities laws. The Notes will be offered in the United States only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and outside the United States to non-U.S. persons pursuant to Regulation S under the Securities Act.

The information in Item 7.01 of this Current Report and in Exhibit 99.1 attached hereto is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in Item 7.01 of this Current Report and in Exhibit 99.1 attached hereto shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act, except as shall be expressly set forth by specific reference in any such filing.

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit 99.1 Press Release, dated July 15, 2014 2



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Source: Edgar Glimpses


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