Prospera Energy Inc. Announces Private Placement Financings
March 09 2022 - 05:00PM
GlobeNewswire Inc.
(TSXV:PEI)(OTC:GXRFF)(FRA:0F6A):
Prospera Energy Inc. ("Prospera" or the
"Corporation") announces two non-brokered private
placement financings to fund the ongoing restructuring process that
has transitioned the Corporation to regulatory compliance,
environmentally safe operating conditions and production
optimization. The proceeds from these financings will fund the
second phase of the development plan (horizontal wells), increasing
ownership and acquisitions at hand under agreements. The financings
are subject to further review and acceptance by the TSX Venture
Exchange and is expected to close on or around March 25, 2022.
In the first private placement, a total of up to
$2,000,000 will be raised by offering 8% secured convertible
debentures with the principal amount convertible into Common Shares
of the Corporation and share purchase warrants. Applicable interest
will be payable in cash or shares at the option of the
Corporation.
Debenture Term sheet
Issuer: |
Prospera Energy Inc. (the Corporation). |
Issue: |
Debentures with a 2-year term, secured. |
Conversion Price: |
Upon conversion, each debenture will entitle the holder to one
Common Share and one share purchase warrant, at a price of $0.05 in
year one and $0.10 in year two. Each share purchase warrant
obtained through conversion of the debenture can be exercisable
into another Common Share at a price of $0.075 for a period of two
years from initial closing. The Corporation reserves the right to
force conversion in the event that the shares of the Corporation
trade at $0.30 for a period of twenty days or more. The Corporation
may also accelerate the expiry of the warrants to 15 days if the
shares trade at $0.10 for 5 consecutive days following the expiry
of the 4 month hold period. |
Offering Amount: |
Up to $2,000,000 (the Debenture
Offering). |
Underlying Shares: |
Common shares of the Corporation to be listed on the TSX Venture
Exchange under the symbol PEI (the Common
Shares). |
Use of Proceeds: |
The Corporation intends to use the net proceeds of the Debenture
Offering for working capital. |
Interest: |
8% interest per annum, compounded quarterly. Interest may be paid
in cash or in shares at the then market price, at the Corporation's
discretion. |
Dividend Adjustmentand
Anti-Dilution: |
The conversion price and warrants will also be subject to standard
anti-dilution adjustments upon, inter alia, share consolidations,
share splits, spin-off events, rights issues and
reorganizations. |
Offering Basis: |
Non-brokered private placement offering. |
Finder’s Fees |
The Corporation may pay qualified finders a fee of 3% cash and 3%
warrants. |
In the second private placement, the Corporation
intends to raise up to $2,000,000 by offering units of the
Corporation at a price of $0.075 per unit (the Unit
Offering). Each unit is composed of one Common Share of
the Corporation and one share purchase warrant. Each warrant issued
through this Unit Offering will entitle the holder to acquire one
additional share in the capital of the Corporation at a price of
$0.10 per share for a period of two (2) years from the date the
units are issued. The Corporation reserves the right to accelerate
the expiry date of the warrants to fifteen (15) days, in the event
the share trades at $0.125 for five (5) consecutive business days
following the expiry of the four (4) months hold period.
An aggregate amount of up to $4,000,000 CAD may
be raised through these non-brokered private placements. The
securities will be offered to qualified purchasers in reliance upon
exemptions from prospectus and registration requirements of
applicable securities legislation. A finder's fee in cash and/or
warrants may be paid to eligible finders in relation to this
financing. These private placements are offered in jurisdictions
where the Corporation is legally allowed to do so.
About Prospera
Prospera is a public oil and gas exploration,
exploitation and development company focusing on conventional oil
and gas reservoirs in Western Canada. Prospera will use its
experience to develop, acquire and drill assets with potential for
primary and secondary recovery.
For further information: |
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Sandra Lee-Chong, Corporate Liaison |
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Tel: |
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(403) 454-9010 |
Email: |
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admin@prosperaenergy.com |
Website: |
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www.prosperaenergy.com |
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FORWARD-LOOKING STATEMENTS
This news release contains forward-looking
statements relating to the future operations of the Corporation and
other statements that are not historical facts. Forward-looking
statements are often identified by terms such as “will”, “may”,
“should”, “anticipate”, “expects” and similar expressions. All
statements other than statements of historical fact, included in
this release, including, without limitation, statements regarding
plans and objectives of the Corporation, are forward looking
statements that involve risks and uncertainties. There can be no
assurance that such statements will prove to be accurate and actual
results and future events could differ materially from those
anticipated in such statements.
Although Prospera believes that the expectations
and assumptions on which the forward-looking statements are based
are reasonable, undue reliance should not be placed on the
forward-looking statements because Prospera can give no assurance
that they will prove to be correct. Since forward-looking
statements address future events and conditions, by their very
nature they involve inherent risks and uncertainties. Actual
results could differ materially from those currently anticipated
due to a number of factors and risks. These include, but are not
limited to, risks associated with the oil and gas industry in
general (e.g., operational risks in development, exploration and
production; delays or changes in plans with respect to exploration
or development projects or capital expenditures; the uncertainty of
reserve estimates; the uncertainty of estimates and projections
relating to production, costs and expenses, and health, safety and
environmental risks), commodity price and exchange rate
fluctuations and uncertainties resulting from potential delays or
changes in plans with respect to exploration or development
projects or capital expenditures.
The reader is cautioned that assumptions used in
the preparation of any forward-looking information may prove to be
incorrect. Events or circumstances may cause actual results to
differ materially from those predicted, as a result of numerous
known and unknown risks, uncertainties, and other factors, many of
which are beyond the control of Prospera. As a result, Prospera
cannot guarantee that any forward-looking statement will
materialize, and the reader is cautioned not to place undue
reliance on any forward- looking information. Such information,
although considered reasonable by management at the time of
preparation, may prove to be incorrect and actual results may
differ materially from those anticipated. Forward-looking
statements contained in this news release are expressly qualified
by this cautionary statement. The forward-looking statements
contained in this news release are made as of the date of this news
release, and Prospera does not undertake any obligation to update
publicly or to revise any of the included forward- looking
statements, whether as a result of new information, future events
or otherwise, except as expressly required by Canadian securities
law.
Neither the TSXV nor its Regulation
Services Provider (as that term is defined in the policies of the
TSXV) accepts responsibility for the adequacy or accuracy of this
release.
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