World News: 23:56 GMT Friday 13th July 2018. [Saturn Oil + Gas Inc via Globe Newswire via SPi World News]
SASKATOON, Saskatchewan, July 13, 2018 (GLOBE NEWSWIRE) -- Saturn Oil & Gas Inc. (“Saturn” or the “Company”) (TSX.V:SMI) (FSE:SMK) is pleased to announce that, subject to the approval of the TSX Venture Exchange, it has closed the second tranche of a non-brokered financing which, with the consent of Canaccord Genuity Corp., will form part of the $3,500,000 brokered offering (“the Offering”) announced on May 14, 2018 as amended by its subsequent announcement on June 13, 2018. The Company issued 2,091,666 units (a "Unit") at a price of $0.12 per Unit for gross proceeds of $251,999.92. Each Unit consists of one common share (a "Common Share") of the Company and one Common Share purchase warrant (a "Warrant") exercisable into one Common Share of the Company at a price of $0.18 per Warrant for a period of 24 months from the closing date. The securities issued in connection with the private placement will be subject to a four-month hold period under applicable securities laws.
Under the Offering Ivan Bergerman, a director of the Company, purchased 83,333 Units and Calvin Payne, a director of the Company, purchased 250,000 Units through a company controlled by Mr. Payne. Their participation is considered to be a "related party transaction" as defined under Multilateral Instrument 61-101 (""). The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 by virtue of the exemptions contain in sections 5.5(a) and 5.7(1)(a) of MI 61-101 as neither the fair market value of the securities to be distributed in the Offering nor the consideration to be received for those securities, in so far as the Offering involves the insiders, exceeds 25% of the Company's market capitalization. The Company did not file a material change report in respect of the related party transaction at least 21 days before the closing of this tranche of the Offering, as the Company was not aware of the insider’s participation in the Offering at such time.
On Behalf of the Board of Directors
Neither 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 release. Certain statements contained herein constitute forward-looking statements. Such forward-looking statements are subject to both known and unknown risks and uncertainties which may cause the actual results, performances or achievements of the Company to be materially different from any future results, performances or achievements expressed or implied by such forward-looking statements. Except as required by law, the Company does not undertake any obligation to publicly update or revise any forward-looking statements.
Globe Newswire: 23:56 GMT Friday 13th July 2018
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