Vancouver, BC - Enertopia Corporation (TOP) (the "Company" or "Enertopia") announces its intention to complete a non-brokered private placement financing, consisting of two separate offerings (1) 9,000,000 Equity Units at US $0.03 per unit, and (2) 80 Well Income Participation Units priced at US $10,000.00 per unit to raise gross proceeds of up to US$1,070,000 (the "Private Placement").
Each equity unit will consist of one common share in the capital of the Company and one non-transferable share purchase warrant, each full warrant entitling the holder to purchase one additional common share in the capital of the Company for a period of three years from the date of issuance, at a purchase price of US$0.05. Funds raised from the equity units will be used for corporate development and G&A
Each Well Income Participation unit will consist of two hundred thousand common shares at US 0.05 each in the capital of the Company and one Well Income Participation Unit. The well income participation unit allows the investor to receive 3.759% of the Net Revenue Interest from the well every month for the economic life of the well. Funds raised from the Income participation units will be used exclusively for drilling development wells at the Company's Pennsylvania Oil Project.
Robert McAllister, President, stated: "This creative approach at providing a potential long term revenue stream to income investors whereby they could still receive a monthly revenue cheque years after they recovered their initial capital outlay is unique to the investment community today. Normally one has to hold the underlying asset to earn income, with our new model this is not the case. The benefit for current and new shareholders is this above market financing reduces the potential amount of shares and warrants that would otherwise have to be issued in today's market place."
The Company will pay broker commissions of up to 10.0% in cash and 10.0% in broker warrants in connection with the Private Placement. Certain directors, officers and insiders of the Company may participate in the Private Placement.
The securities issued will be subject to a hold period in Canada of four months and one day, or for any resales into the USA under Rule 144, six months and one day. Proceeds of the Private Placement will be used for general working capital and for property exploration. The Private Placement will be subject to normal regulatory approvals.
The securities referred to herein will not be or have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
Enertopia's shares are quoted in the USA with symbol ENRT and in Canada with symbol TOP. For additional information, please visit http://www.enertopia.com/ or call Robert McAllister, President, Enertopia Corporation at 1.250.765.6412
This release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements which are not historical facts are forward-looking statements. The Company makes forward-looking public statements concerning its expected future financial position, results of operations, cash flows, financing plans, business strategy, products and services, evaluation of clean energy projects for participation and/or financing, competitive positions, growth opportunities, plans and objectives of management for future operations, including statements that include words such as "anticipate," "if," "believe," "plan," "estimate," "expect," "intend," "may," "could," "should," "will," and other similar expressions that are forward-looking statements. Such forward-looking statements are estimates reflecting the Company's best judgment based upon current information and involve a number of risks and uncertainties, and there can be no assurance that other factors will not affect the accuracy of such forward-looking statements. Factors which could cause actual results to differ materially from those estimated by the Company include, but are not limited to, government regulation, managing and maintaining growth, the effect of adverse publicity, litigation, competition, access to capital, and other factors which may be identified from time to time in the Company's public announcements and filings. The Company's successful efforts in the oil and gas sector are dependent on many factors such as but not limited to financing, completion and production and field depletion. Expected field production could be materially different than from expected and past results. The Company's evaluation of alternative energy projects in the heat recovery, solar thermal, solar PV and water purification; and of resource projects provides no assurance that any particular project will have any material effect on the Company. Successful drilling of oil wells in Pennsylvania by others provides no assurance that the Company's expected drill programs will also be successful, in whole or in part.
Not for distribution to United States news wire services or for dissemination in the United States
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