NuLoch Resources Announces Increase to Bought Deal Financing From $25.1 Million to $28.1 Million
2010年9月23日 - 10:20PM
PR Newswire (Canada)
TORONTO, Sept. 23 /CNW/ -- /NOT FOR DISTRIBUTION TO UNITED STATES
NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES./ TSX
VENTURE SYMBOL: NLR.A, NLR.B TORONTO, Sept. 23 /CNW/ - NuLoch
Resources Inc. ("NuLoch") (www.nuloch.ca) (TSX VENTURE:NLR.A) (TSX
VENTURE:NLR.B) is pleased to announce that, in connection with its
previously announced offering the Company and the syndicate of
underwriters led by Canaccord Genuity Corp. and including Raymond
James Ltd., Wellington West Capital Markets, and Clarus Securities
Inc. (the "Underwriters") have agreed to increase the size of the
financing to $28,100,000 (the "Offering"). The revised terms of the
Offering will consist of 16,000,000 Class A common shares of NuLoch
(the "Common Shares") at a price of $1.25 per Common Share and
5,400,000 Class A common shares of NuLoch to be issued on a
flow-through basis (the "Flow-Through Shares") at a price of $1.50
per Flow Through Share. NuLoch has also granted the Underwriters an
option to purchase an additional 2,400,000 Common Shares at the
Common Shares offering price ("the Over-Allotment Option") for
additional gross proceeds of up to $3,000,000. The Over-Allotment
Option is exercisable in whole or in part at any time up to 30 days
following the closing of the Offering. As a part of their
compensation, upon the closing of the Offering, the Underwriters
will be issued compensation options entitling the Underwriters to
subscribe for Common Shares for a period of 9 months from the
closing of the Offering, in an amount equal to 3% of the aggregate
number of Flow-Through Shares and Common Shares issued under the
Offering with an exercise price equal to $1.25. The Common Shares
and Flow-Through Common Shares will be offered in certain provinces
of Canada, except Quebec, by way of short form prospectus and, with
respect to the Common Shares only, by way of private placement in
the United States pursuant to exemptions from the registration
requirements pursuant to Rule 144 and/or Regulation D of the United
States Securities Act of 1933. The proceeds received by NuLoch from
the sale of the Flow-Through Shares will be used to incur eligible
Canadian exploration expenses. The proceeds received by NuLoch from
the sale of the Common Shares will be used to fund the exploration
and development activities of the Corporation with particular
emphasis on development of its properties at Tableland,
Saskatchewan and Divide and Burke counties in North Dakota and for
general corporate purposes. Closing of the Offering is expected to
occur on or about October 14, 2010 and is subject to certain
customary conditions including, but not limited to, the receipt of
all necessary approvals including the approval of the TSX Venture
Exchange. Upon completion of this Offering without giving effect to
the Over-Allotment Option, NuLoch will have approximately
115,526,037 Class A common shares and 652,500 Class B common shares
issued and outstanding. This press release shall not constitute an
offer of Common Shares or Flow-Through Shares for sale in the
United States. This press release does 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. The Common Shares or
Flow-Through Shares have not been and will not be 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 applicable
exemption from registration. ADVISORIES Certain information set
forth in this press release contains forward-looking statements.
Specifically, this press release contains forward-looking
statements concerning the anticipated use of proceeds of the
Offering and the anticipated closing of the Offering. The
anticipated closing date assumes that prior to that date, NuLoch
will obtain all necessary regulatory approvals. The anticipated use
of proceeds assumes that the Offering will occur as contemplated
and assumes the existence of certain other conditions with respect
to the capital expenditure program of NuLoch, general economic
conditions and commodity prices. In each case, the risk factors
that could cause actual results to vary from results expressed or
implied by the forward looking statements contained in this press
release are primarily events beyond NuLoch's control that preclude
NuLoch from satisfying all applicable pre-conditions and include
the risks that the Offering may not close. These forward-looking
statements may prove to be incorrect and undue reliance should not
be placed on them. These forward-looking statements are made as of
the date hereof and unless otherwise required by applicable law,
NuLoch disclaims any intention or obligation to update or revise
such forward-looking statements, whether as a result of new
information, future events or otherwise. Neither 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.
pNuLoch Resources Inc.br/R. Glenn Dawsonbr/President and
CEObr/(403) 920-0455br/(403) 920-0457 (FAX)br/Email: a
href="mailto:nuloch@nuloch.ca" cr="true"nuloch@nuloch.ca/a/p pOR/p
pNuLoch Resources Inc.br/2200, 444 - 5th Avenue SWbr/Calgary,
Alberta T2P 2T8/p
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