/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES/
CALGARY, Oct. 23, 2013 /CNW/ - Africa Hydrocarbons Inc. (TSXV: NFK) (AHI or the Company) is pleased to announce that it has entered into an engagement
agreement with Canaccord Genuity Corp. (the Underwriter) in connection with a bought deal private placement offering of
6,900,000 Units (the Units) of the Company, at a price of $0.18 per Unit, for aggregate gross
proceeds of $1,242,000 (the Bought Deal Offering). In addition, the Company has granted the Underwriter the option (the Underwriter's Option) to sell up to an additional 5,600,000 Units on a commercially
reasonable efforts basis on the same terms as the Bought Deal Offering
for additional gross proceeds of up to $1,008,000 (the Best Efforts Offering). Assuming the full exercise of the Underwriter's Option, total gross
proceeds of both the Bought Deal Offering and the Best Efforts Offering
will be up to $2,250,000 (the Offering). Each Unit will be comprised of one common share and one half of one
common share purchase warrant. Each whole warrant will entitle the
holder to acquire one common share of the Company at a price of $0.30
per common share for a period of 12 months after the closing of the
Offering.
The Company has agreed to pay the Agent a fee of 7% of the aggregate
gross proceeds of the Offering. In addition, the Underwriter will be
issued on the closing of the Offering broker warrants (the Broker Warrants) entitling the Underwriter to subscribe for Common Shares equal to 7%
of the aggregate number of Units issued under the Offering at an
exercise price of $0.30 per Common Share. The Broker Warrants will
expire 18 months after the closing of the Offering.
The Offering shall be sold in Ontario, Alberta and British Columbia and
such other jurisdictions of Canada as Canaccord Genuity and the
Corporation may agree in accordance with applicable securities laws and
regulations and under applicable securities exemptions from prospectus
requirements. The Offering will also be sold in the United States on a
private placement basis to accredited investors pursuant to Rule 506 of
Regulation D or Qualified Institutional Buyers pursuant to Rule 144A
and other eligible foreign jurisdictions in accordance with applicable
securities laws and regulations such that no prospectus, registration
statement or similar document is required to be filed in any
jurisdiction outside of Canada.
Proceeds from the Offering will be used for general corporate purposes.
About the Company
AHI is a Canadian based international oil and natural gas company
involved in the acquisition, exploration and development of energy
assets, with an emphasis on Africa. The key asset of the Company is its
47.5% owned Bouhajla Block, located onshore in Tunisia within the
productive Pelagian Basin.
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.
This press release, required by applicable Canadian laws, is not for
distribution to U.S. News services or for dissemination in the United
States, and does not constitute an offer to sell or a solicitation of
an offer to sell any of the securities described herein in the United
States. These securities have not been, and will not be, registered
under the United States Securities Act of 1933, as amended, or any
state securities laws, and may not be offered or sold in the United
States or to U.S. Persons unless registered or exempt therefrom.
ON BEHALF OF THE BOARD OF
AFRICA HYDROCARBONS INC.
"John Nelson"
CEO
Forward-Looking Statements
This news release contains forward-looking statements and
forward-looking information within the meaning of applicable securities
laws. The use of any of the words "expect", "anticipate", "continue",
"estimate", "objective", "ongoing", "may", "will", "project", "should",
"schedule", "believe", "plans", "intends" and similar expressions are
intended to identify forward-looking information or statements. More
particularly and without limitation, this news release contains forward
looking statements and information concerning the closing of the
Offering and the proceeds and timing thereof, and the use of proceeds
of the Offering. By their nature, forward-looking statements are
subject to numerous risks and uncertainties, some of which are beyond
management's control, including the closing of the Offering, the
receipt of third party approvals, including shareholder and regulatory
approvals, the impact of general economic conditions, industry
conditions, volatility of commodity prices, currency fluctuations,
imprecision of reserve or resource estimates, environmental risks,
competition from other industry participants, the lack of availability
of qualified personnel or management, stock market volatility and
ability to access sufficient capital from internal and external
sources.
Readers are cautioned that the assumptions used in the preparation of
such 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 statements. Actual results,
performance or achievement could differ materially from those expressed
in, or implied by, these forward-looking statements. No assurance can
be given that any of the events anticipated will transpire or occur, or
if any of them do so, what benefits will derive from them. Except as
required by applicable securities laws, AHI disclaims any intention or
obligation to update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise.
SOURCE Africa Hydrocarbons Inc.