/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
SASKATOON, Aug. 2, 2018 /CNW/ - Westcore Energy Ltd.
("Westcore" or the "Company") (TSXV: WTR), announces that it
will be completing a rights offering (the "Rights Offering")
in which holders of record of the Company's common shares, as at
the record date of August 13, 2018,
will receive rights to subscribe for units of the Company on the
basis of one right for each common share held.
Each right will entitle the holder to subscribe for one unit of
the Company (a "Unit") upon payment of a subscription price
of $0.02 per Unit. Each Unit consists
of one common share and one common share purchase warrant, with
each warrant exercisable for one common share at a price of
$0.085 per common share for a period
of twenty-four (24) months from the issuance date of the Units. The
Warrants, when issued, are not expected to be listed on any stock
exchange.
The rights will trade on the TSX Venture Exchange
("TSXV") under the symbol WTR.RT. The Rights Offering will
expire at 2:00 p.m. (Saskatoon time) on September 21, 2018 (the "Expiry Time"),
after which time unexercised rights will be void and of no value.
Shareholders who fully exercise their rights will be entitled to
subscribe for additional Units, if available as a result of
unexercised rights prior to the Expiry Time, subject to certain
limitations set out in the Company's rights offering circular (the
"Circular").
Details of the Rights Offering will be set out in the rights
offering notice (the "Notice") and the Circular which will
be available under the Company's profile at www.sedar.com. The
Notice and accompanying rights certificate will be mailed to each
eligible shareholder of the Company as at the record date.
Registered shareholders who wish to exercise their rights must
forward the completed rights certificate, together with the
applicable funds, to the rights agent, Alliance Trust Company, on
or before the Expiry Time. Shareholders who own their common shares
through an intermediary, such as a bank, trust company, securities
dealer or broker, will receive materials and instructions from
their intermediary. Rights delivered to brokers, dealers or other
intermediaries may not be delivered by those intermediaries to
beneficial shareholders who are residents in a jurisdiction outside
of Canada ("Ineligible
Shareholders"). Intermediaries receiving rights that would
otherwise be deliverable to Ineligible Shareholders may attempt to
sell those Rights for the accounts of such Ineligible Shareholders
and should deliver the proceeds of sale to such persons.
The Company understands that certain directors and officers of
the Company who own common shares intend to exercise their rights
to purchase Units under the Rights Offering.
The Company currently has 40,776,689 common shares outstanding.
A maximum of 40,776,689 Units will be issued under the Rights
Offering. If all the rights issued are validly exercised, the
offering will raise gross proceeds of approximately $815,533, the net proceeds of which will be used
to increase both the daily oil production in the oil fields
operated by the Company, along with reducing the operating cost of
that production, with a view to increasing monthly cash flows to
the Company as a result. A relatively small amount of the
proceeds are intended to be applied to the existing working capital
deficiency, as management believe that the majority of the proceeds
are more beneficially used to increase production at a reduced
cost, as this moves the Company forward in a more sustainable
way.
The completion of the Rights Offering is not subject to
Westcore receiving any minimum amount of subscriptions. The
Company has not entered into any standby guarantee with any party
in respect of the Rights Offering.
The Rights Offering is subject to regulatory approval, including
the approval of the TSXV. The Company has obtained conditional
approval from the TSXV.
ANY SECURITIES REFERRED TO HEREIN WILL NOT BE REGISTERED
UNDER THE US. SECURITIES ACT OF 1933 (THE "1933 ACT") AND MAY NOT
BE OFFERED OR SOLD IN THE UNITED
STATES OR TO A U.S. PERSON IN THE ABSENCE OF SUCH
REGISTRATION OR AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF
THE 1933 ACT.
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 jurisdiction in which such offer,
solicitation or sale would be unlawful.
Forward Looking Statements
This release
includes forward-looking statements regarding Westcore and its
business. Such statements are based on the current
expectations and views of future events of Westcore's
management. In some cases the forward-looking statements can
be identified by words or phrases such as "may", "will", "expect",
"plan", "anticipate", "intend", "potential", "estimate", "believe"
or the negative of these terms, or other similar expressions
intended to identify forward-looking statements. The
forward-looking events and circumstances discussed in this release
may not occur and could differ materially as a result of the
failure to complete the rights offering, known and unknown risk
factors and uncertainties affecting Westcore, including risks
regarding the oil and gas industry, economic factors and the equity
markets generally and many other factors beyond the control of
Westcore. No forward-looking statement can be
guaranteed. Forward-looking statements and information by
their nature are based on assumptions and involve known and unknown
risks, uncertainties and other factors which may cause our actual
results, performance or achievements, or industry results, to be
materially different from any future results, performance or
achievements expressed or implied by such forward-looking statement
or information. Accordingly, readers should not place undue
reliance on any forward-looking statements or information.
Forward-looking statements speak only as of the date on which they
are made and Westcore undertakes no obligation to publicly update
or revise any forward-looking statement, whether as a result of new
information, future events, or otherwise, except as 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 Westcore Energy Ltd.
