VANCOUVER, B.C. – Hillcrest Petroleum Ltd. (“Hillcrest” or the “Company”) announces that it proposes, subject to the acceptance of the TSX Venture Exchange, to undertake a private placement to raise up to $600,000 (the “Offering”) by the issuance of up to 20,000,000 units (the “Unit”) at a price of $0.03 per Unit pursuant to a discretionary waiver of the $0.05 minimum pricing requirement granted by the TSX Venture Exchange (the “Exchange”). The units will be comprised of one common share and one warrant, with each warrant entitling the holder to acquire a further common share of the Company at a price of $0.05 per share for a term of 12 months. Subject to certain limitations discussed below, the Offering is open to all existing shareholders of the Company as well as pursuant to other available prospectus exemptions. The Offering is subject to Exchange final acceptance.
Proceeds from the Offering will be used to pay aged outstanding accounts payable of $539,500, and the remaining proceeds of up to $60,500 will be used for general working capital. Specifically, $140,000 will be used to retire a senior secured creditor loan, $149,500 will be used to retire overdue creditor debt and $250,000 will be used for immediate operation liabilities related to the Saskatchewan assets. General working capital is expected to cover direct corporate and administration costs such as office rental, accounting and legal expenses. No management fees will be paid out of the proceeds.
All securities issued in connection with the Offering will be subject to a four month hold period in accordance with applicable securities laws.
Although the Company intends to use the proceeds of the Offering as described above, the actual allocation of net proceeds may vary from the uses set forth above, depending on future operations or unforeseen events or opportunities. If the Offering is not fully subscribed, the Company will apply the proceeds of the Offering to the above uses in priority and in such proportions as the board of directors and management of the Company determine is in the best interests of the Company.
Depending on demand and regulatory requirements, a portion of the Offering may be made in accordance with the provisions of the existing shareholder exemption (the “Existing Shareholder Exemption”). In addition to conducting the Offering pursuant to the Existing Shareholder Exemption, the Offering will also be conducted among close personal friends and business associates of directors and officers of the Company, as well as accredited investors.
A finder’s fee of cash, shares or finder’s warrants, or a combination thereof, may be paid to eligible finders with respect to any portion of the Offering that is not subscribed for pursuant to the Existing Shareholder Exemption.
Shareholders of record as of September 5, 2019 will be entitled to purchase the Units. The aggregate acquisition cost to a subscriber under the Existing Shareholder Exemption cannot exceed $15,000 (500,000 Units) unless that subscriber has obtained advice from a registered investment dealer regarding the suitability of the investment.
If subscriptions received for the Offering based on all available exemptions exceed the maximum Offering amount of $600,000, subscriptions will be accepted at the discretion of the Company such that it is possible that a subscription received from a shareholder may not be accepted by the Company if the Offering is oversubscribed. In accordance with the Existing Shareholder Exemption, the Company confirms there is no material fact or material change related to the Company which has not been generally disclosed.
Existing shareholders of the Company are directed to contact the Company for further information concerning subscriptions for Units pursuant to the Existing Shareholder Exemption, as follows:
Contact Person: Don Currie, CEO
Telephone: 604 609-0006
ON BEHALF OF THE BOARD
Chief Executive Officer and Director
For more information on Hillcrest Petroleum Ltd., contact Donald Currie toll free at 1-855-609-0006 or visit the Company’s website at www.hillcrestpetroleum.com.
NEITHER THE CANADIAN SECURITIES EXCHANGE NOR ITS REGULATION SERVICES PROVIDER HAS REVIEWED OR ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.
Cautionary Statement Regarding “Forward-Looking” Information
Some of the statements contained in this news release are forward-looking statements and information within the meaning of applicable securities laws. Forward-looking statements and information can be identified by the use of words such as “expects”, “intends”, “is expected”, “potential”, “suggests” or variations of such words or phrases, or statements that certain actions, events or results “may”, “could”, “should”, “would”, “might” or “will” be taken, occur or be achieved. This forward-looking information is provided as of the date of this news release. The forward-looking information reflects our current expectations and assumptions and is subject to a number of known and unknown risks, uncertainties and other factors, which may cause actual results, performance, or achievements to be materially different from any anticipated future results, performance or expectations expressed or implied by the forward-looking information. No assurance can be given that these assumptions will prove correct. Forward-looking statements and information are not historical facts and are subject to a number of risks and uncertainties beyond the Company’s control. Investors are advised to consider the risk factors under the heading “Risks and Uncertainties” in the Company’s MD&A for the year ended December 31, 2021, available at www.sedar.com for a discussion of the factors that could cause the Company’s actual results, performance and achievements to be materially different from any anticipated future results, performance, or achievements expressed or implied by the forward-looking information. Accordingly, readers should not place undue reliance on forward-looking statements. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking statements, except as may be required by law.