Hemisphere Energy announces non-brokered private placement of CDE flow-through common shares for total gross proceeds of up to $875,000
April 6, 2017 (Source) — Hemisphere Energy Corporation (“Hemisphere” or the “Company”) (TSX-V: HME) is pleased to announce a non-brokered private placement offering (the “Offering”) of up to 3,125,000 common shares of Hemisphere (“Flow-Through Shares”) at a price of $0.28 per Flow-Through Share to be issued on a Canadian Development Expense flow-through basis pursuant to the provisions of the Income Tax Act (Canada) for gross proceeds to the Company of up to $875,000.
Hemisphere intends to use the proceeds from the Flow-Through Shares to continue development in its Atlee Buffalo Upper Mannville F and G oil pools.
Closing of the Offering is expected to occur on or about April 26, 2017 and is subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange. All securities issued under the Offering will be subject to a statutory four-month and one day hold period. While the Offering is being conducted on a non-brokered basis, the Company may pay cash finder’s fees in accordance with the rules and policies of the TSX-V of up to 6% of the proceeds sold by such finders.
About Hemisphere Energy Corporation
Hemisphere Energy Corporation is a producing oil and gas company focused on developing conventional oil assets with low risk drilling opportunities. Hemisphere plans continual growth in production, reserves, and cash flow by drilling existing lands and executing strategic acquisitions. Hemisphere trades on the TSX Venture Exchange as a Tier 1 issuer under the symbol “HME”.
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This news release contains “forward-looking statements” that are based on Hemisphere’s current expectations, estimates, forecasts, and projections. These forward-looking statements include statements regarding Hemisphere’s use of proceeds of the Offering, the closing date of the Offering, the Company’s intention to pay finder’s fees, and other expectations, intentions and plans that are not historical fact. The words “estimates”, “projects”, “expects”, “intends”, “believes”, “plans”, or their negatives or other comparable words and phrases are intended to identify forward-looking statements. Forward-looking statements are based on a number of factors and assumptions which have been used to develop such information but which may prove to be incorrect. Although Hemisphere believes that the expectations reflected in such forward-looking statements are reasonable, undue reliance should not be placed on forward-looking statements because Hemisphere cannot give assurance that such expectations will prove to be correct. In addition to other factors and assumptions which may be identified in this press release, assumptions have been made regarding and are implicit in, among other things: the ability of Hemisphere to incur and renounce Canadian Development Expense and that all necessary and regulatory approvals will be obtained for the Offering. Readers are cautioned that the foregoing list is not exhaustive of all factors and assumptions which have been used.
The forward‐looking statements included in this news release are not guarantees of future performance and should not be unduly relied upon. Such statements, including the assumptions made in respect thereof, involve known and unknown risks, uncertainties and other factors that may cause actual results or events to defer materially from those anticipated in such forward‐looking statements including, without limitation: changes in commodity prices; changes in the demand for or supply of Hemisphere’s products, the early stage of development of some of Hemisphere’s evaluated areas and zones; unanticipated operating results or production declines; changes in tax or environmental laws, royalty rates or other regulatory matters; changes in development plans of Hemisphere or by third party operators of Hemisphere’s properties, increased debt levels or debt service requirements; inaccurate estimation of Hemisphere’s oil and gas reserve volumes; limited, unfavourable or a lack of access to capital markets; increased costs; a lack of adequate insurance coverage; the impact of competitors; and certain other risks detailed from time‐to‐time in Hemisphere’s public disclosure documents, (including, without limitation, those risks identified in this news release and in Hemisphere’s Annual Information Form).
The forward‐looking statements contained in this news release speak only as of the date of this news release, and Hemisphere does not assume any obligation to publicly update or revise any of the included forward‐looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
Neither the 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 news release.
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