Nordic arranges $360,000 private placement
Nordic arranges $360,000 private placement
2014-11-24 17:00 ET - News Release
Mr. Donald Benson reports
NORDIC OIL AND GAS ANNOUNCES PRIVATE PLACEMENT FLOW-THROUGH OFFERING
Nordic Oil & Gas Ltd. has arranged a non-brokered private placement offering of up to 18 million units at a price of two cents per unit for gross proceeds of up to $360,000. The offering will be a non-brokered private placement offering of up to 18 million units at a price of two cents per unit for gross proceeds of up to $360,000. Each unit of the offering will consist of one Class A common share of the company issued as a flow-through share within the meaning of the Income Tax Act (Canada) and one Class A common share purchase warrant. Each warrant will entitle the holder thereof to purchase one regular Class A common share of the company at a price of five cents per share for a period of 60 months from the date of issuance.
The company is pricing its flow-through offering pursuant to the TSX Venture Exchange bulletin dated April 7, 2014, "Discretionary waivers of five-cent minimum pricing requirement." The bulletin stated, "Recognizing, however, that this minimum pricing requirement may complicate the ability of an issuer to conduct a financing, the exchange maintains the discretion to waive the five-cent minimum pricing requirement on a case-by-case basis."
The offering is also being made available to all of the company's existing shareholders utilizing the new existing shareholder exemption described in Multilateral CSA notice 45-313 (prospectus exemption for distributions to existing securityholders). The proceeds of the offering will be used to maintain and preserve Nordic's existing operations, activities and assets as follows:
- Recomplete well 11-13-38-25 W4 and tie in 6-24-38-25/W4 at a cost of $200,000;
- Costs associated with general operations of the company at $60,000;
- Recomplete first well at Noel in British Columbia for $100,000.
The private placement has been approved by the corporation's board of directors, through the completion and signing of a resolution of the directors document. It is not known at this time how many related parties may participate in this offering; however, the company has ensured the TSX Venture Exchange that no more than 25 per cent of the private placement offering amount will be subscribed for by persons that are related parties of the issuer. The securities issued pursuant to the offering are subject to a four-month hold period from the date of issuance.
The company anticipates multiple closings of the offering in the coming weeks.
Certain finders are expected to assist the company by introducing potential subscribers to the offering and, subject to compliance with applicable legislation, will be entitled to receive fees equal to up to 10 per cent of the purchase price of the units sold pursuant to the offering, as well as compensation warrants equal to up to 10 per cent of the number of units sold pursuant to the offering. Each whole finder's warrant shall entitle the holder thereof to purchase one regular Class A common share of the company at a price of five cents for a period of 60 months from the date of issuance.
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