Private Placement
Nordic Oil and Gas Announces Private Placement Flow-through Offering V.NOG | 18 hours ago Nordic Oil and Gas Announces Private Placement Flow-through Offering This press release is not for dissemination in the United States or for distribution to U.S. news wire services Winnipeg, Manitoba (FSCwire) - Donald Benson, President of Nordic Oil and Gas Ltd. (“the Company” or Nordic”), today announced the Company’s non-brokered private placement offering (the “Offering”) of up to 18,000,000 units (“Units”) at a price of $0.02 per Unit for gross proceeds of up to $360,000, The Offering will be a non-brokered private placement offering (the “Offering”) of up to 18,000,000 units at a price of $0.02 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 (a “Warrant”). Each Warrant will entitle the holder thereof to purchase one regular Class A common share of the Company at a price of $0.05 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 $0.05 Minimum Pricing Requirement”. The Bulletin states, “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 $0.05 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 Security Holders. The proceeds of the Offering will be used to maintain and preserve Nordic's existing operations, activities and assets as follows: Workover one of the company’s Red River wells at Sturgis, SK at a cost of $150,000 Costs associated with general operations of the Company at $60,000 Undertake a work over of one of the company’s gas wells at Noel B.C, survey pipeline right of way for tie in of well and licencing costs of new well for $150,000 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% 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 subscriber(s) to the Offering and, subject to compliance with applicable legislation, will be entitled to receive fees equal to up to 10% of the purchase price of the Units sold pursuant to the Offering, as well as compensation warrants (the “Finder’s Warrants”) equal to up to 10% 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 $0.05 for a period of 60 months from the date of issuance. The closing of the Offering is subject to the final approval of the TSX Venture Exchange. Read more at https://www.stockhouse.com/news/press-releases/2015/02/05/nordic-oil-and-gas-announces-private-placement-flow-through-offering#0U3y6ETzZzwcqvIu.99