/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE
SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ALL
DOLLAR AMOUNTS IN THIS NEWS RELEASE ARE STATED IN CANADIAN DOLLARS
UNLESS OTHERWISE NOTED./
CALGARY,
AB, Feb. 2, 2022 /CNW/
- PetroShale Inc. ("PetroShale" or the "Company")
(TSXV: PSH) (OTCQB: PSHIF) is pleased to announce that, further to
the Company's news release dated January 13,
2022, PetroShale has closed the Company's oversubscribed
non–brokered and brokered private placements raising gross proceeds
of $54.5 million (together, the
"Private Placements").
Pursuant to the non-brokered private placement, PetroShale
issued 23,750,000 units (the "Units") at a price of
$0.40 per Unit for total proceeds of
$9.5 million (the
"Non–Brokered Private
Placement"). Each Unit is comprised of one common share of
PetroShale ("Common Share") and one warrant
("Warrant") entitling the holder to purchase one Common
Share at a price of $0.475 per Common
Share for a period of five years from the issuance date.
The Warrants will vest and become exercisable as
to one–third upon the 20–day volume weighted
average trading price of the Common Shares (the
"Trading Price") equalling or exceeding
$0.67 per Common Share, an additional
one–third upon the Trading Price equalling or exceeding
$0.83 per Common Share and the final
one–third upon the Trading Price equalling or exceeding
$0.95 per Common Share.
Concurrently with closing the Non–Brokered Private Placement,
the Company also closed
a brokered private placement with a syndicate
of agents led by Peters & Co. Limited and including Haywood
Securities Inc., National Bank Financial Inc., RBC Dominion
Securities Inc., CIBC World Markets Inc., BMO Nesbitt Burns Inc.
and ATB Capital Markets Inc. through which PetroShale issued
112,500,000 Common Shares at a price of $0.40 per Common Share for gross proceeds of
$45.0 million, which was increased
from the original $30 million due to
strong demand. Through the Private Placements, PetroShale raised
total gross proceeds of $54.5 million
which will be used to reduce debt and for general corporate
purposes, positioning the Company to execute on a disciplined
corporate strategy. All Common Shares (including any Common
Shares issuable on exercise of the Warrants) and Warrants issued
under the Private Placements are subject to a hold period expiring
four months and one day from closing in accordance with applicable
securities laws.
PetroShale also announces that pursuant to its Bonus Award
Incentive Plan ("Plan"), an aggregate of 2,539,529
restricted awards and 6,320,890 performance awards were granted to
certain directors and officers of PetroShale. The awards vest as to
one-third on each of September 10,
2023, September 10, 2024 and
September 10, 2025 and expire
December 15, 2025. The awards may be
settled by PetroShale, at the Company's sole discretion, in cash
and/or Common Shares, in accordance with the terms of the Plan.
About PetroShale
PetroShale is an oil company engaged in the acquisition,
development and production of high-quality oil-weighted assets in
the North Dakota Bakken / Three Forks.
This press release is not
an offer of the securities
for sale in the United
States. The securities have not
been registered under the U.S.
Securities Act of 1933, as
amended, and may not be
offered or sold in the
United States absent registration
or an exemption from
registration. This press release
shall not constitute an offer
to sell or the solicitation
of an offer to buy nor
shall there be any sale
of the securities
in any state in which such offer, solicitation or sale would be unlawful.
FORWARD–LOOKING STATEMENTS
This press release contains certain forward–looking
information and statements within the meaning of applicable
securities laws. The use of any of the words "expect",
"anticipate", "continue", "estimate", "may", "will", "project",
"should", "believe", "plans", "intends" and similar expressions are
intended to identify forward-looking information or statements. In
particular, but without limiting the forgoing, this press release
contains statements concerning the anticipated use of the net
proceeds of the Private Placements. Although PetroShale believes
that the expectations reflected in these forward-looking statements
are reasonable, undue reliance should not be placed on them because
PetroShale 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. The intended use of the net
proceeds of the Private Placements by PetroShale might change if
the board of directors of PetroShale determines that it would be in
the best interests of PetroShale to deploy the proceeds for some
other purpose. The forward looking statements contained in this
press release are made as of the date hereof and PetroShale
undertakes no obligations to update publicly or revise any forward
looking statements or information, whether as a result of new
information, future events or otherwise, unless so required by
applicable securities laws.
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 release.
SOURCE PetroShale Inc.
