Strategic Oil & Gas Ltd. Announces Closing of $5.75 Million Private Placement and Exercise of Agent's Over-Allotment
Option
CALGARY, ALBERTA--(Marketwired - Jan. 31, 2017) -
NOT FOR DISSEMINATION IN THE UNITED STATES
Strategic Oil & Gas Ltd. (TSX VENTURE:SOG) ("Strategic" or the
"Company") is pleased to announce the closing of its previously announced brokered private placement offering
(the "Private Placement") led by Paradigm Capital Inc. (the "Agent"), pursuant to which an aggregate of 47,916,600 Common Shares
of the Company (each, a "Common Share"), including 6,249,933 Common Shares issued upon the exercise of the Agent's over-allotment
option, were sold at a price of $0.12 per Common Share, raising aggregate gross proceeds of approximately $5.75 million. The
Agent received a commission equal to 5% of the gross proceeds raised under the Private Placement. At closing of the Private
Placement, Strategic had 927,479,913 Common Shares issued and outstanding.
The net proceeds of the Private Placement will be primarily used for development of the Company's Alberta assets,
general corporate and working capital purposes. The Common Shares issued in the closing will be subject to a hold period expiring
June 1, 2017.
About Strategic Oil & Gas
Strategic is a junior oil and gas company with a dominant land position in Canada. The Company is committed to
building a premier oil producer through its high-quality, concentrated reserve base, and constructing an operated integrated
sales infrastructure to support the Company's significant future growth. Strategic's common shares trade on the TSX Venture
Exchange under the symbol SOG.
This news release does not constitute an offer of securities for sale in the United States. The securities
being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such
securities may not be offered or sold within the United States absent U.S. registration or an applicable exemption from U.S.
registration requirements.
Cautionary Note Regarding Forward-looking Statements
This press release contains forward-looking statements and forward-looking information within the meaning of
applicable securities laws, including statements with respect to the Private Placement and the use of proceeds (collectively,
"forward looking statements"), and which are based on the expectations, estimates and projections of management
of Strategic as of the date of this press release unless otherwise stated. Forward-looking statements are statements and
information regarding possible events, conditions or results of operations that are based upon assumptions about future economic
conditions and courses of action. Some of the forward-looking statements may be identified by words such as "expects",
"anticipates", "believes", "plans", "projections", "outlook", "intends", "may", "could", "would", "might", "will" and similar
expressions. More particular and without limitation, this press release contains forward-looking statements and information
concerning the use of proceeds from the Private Placement. By their very nature, forward looking statements involve numerous
assumptions, inherent risks and uncertainties, both general and specific, and the risk that predictions and other forward looking
statements will not prove to be accurate. Do not unduly rely on forward looking statements, as a number of important factors,
many of which are beyond Strategic's control, could cause actual results to differ materially from the estimates and intentions
expressed in such forward looking statements. Forward looking statements speak only as of the date those statements are made.
Except as required by applicable law, Strategic does not assume any obligation to update, or to publicly announce the results of
any change to, any forward looking statement contained herein to reflect actual results, future events or developments, changes
in assumptions or changes in other factors affecting the forward looking statements.
The TSXV has in no way passed on the merits of this news release. Neither the TSXV nor its Regulation
Services Provider (as that term is defined in policies of the TSXV) accepts responsibility for the adequacy or accuracy of this
release.
ADDITIONAL INFORMATION
Additional information, including the Company's recently updated corporate presentation, is also available at
www.sogoil.com and at www.sedar.com.