/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE
SERVICES OR FOR DISSEMINATION IN THE U.S./
CALGARY, Nov. 13, 2018 /CNW/ - Pulse Oil Corp.
(TSX-V:PUL and PUL.WT) (the "Company" or "Pulse") is
pleased to announce that it has filed a final short form prospectus
in connection with the offering (the "Offering") of up to
11,363,600 flow-through common shares of the Corporation ("FT
Shares") at a price of C$0.22 per
FT Share (the "FT Price") and up to 14,285,700 units of the
Corporation ("Units" together with the FT Shares, the
"Offered Securities") at a price of C$0.21 per Unit (the "Unit Price" and
together with the FT Price, the "Offering Price") for
aggregate proceeds of up to C$5,499,989. The aggregate gross proceeds raised
under the Offering combined with the Strategic Investment (as
described below) totals approximately $10,999,990.11, prior to the exercise of the
Over-Allotment Option.
Each Unit will be comprised of one common share in the capital
of the Corporation (each, a "Common Share") and one-half of
one Common Share purchase warrant (each whole warrant, a
"Warrant"), and each FT Share will be comprised of one
common share to be issued on a "flow-through" basis within the
meaning of the Income Tax Act (Canada). Each Warrant shall entitle the holder
thereof to acquire one Common Share (each, a "Warrant
Share") at an exercise price of C$0.30 per Warrant Share for a period of 24
months following the closing of the Offering.
The Offering is being undertaken pursuant to the terms and
conditions of an agency agreement dated October 15, 2018 between the Company and Mackie
Research Capital Corporation as sole agent and sole bookrunner (the
"Agent"). In addition, the Company has granted the Agent an
option ("Over-Allotment Option") to purchase up to an
additional 2,142,855 Units at the Unit Price to cover
over-allotments, if any. The Over-Allotment Option shall be
exercisable by the Agent, in whole or in part, at any time up to 30
days following the closing date.
It is expected that closing of the Offering will occur on or
about November 20, 2018, or such
other date or dates as the Company and the Agent may agree.
The Company intends to use the net proceeds of the Offering to
continue to reactivate previously suspended oil wells in the
Bigoray area, improve infrastructure in the Bigoray field, continue
onto the next phase of the EOR project that started earlier this
year and to drill two wells targeting oil in the Queenstown area within the Glauconite lithic
channel facies.
In addition, as previously announced on October 16, 2018, the Company will complete a
non-brokered private placement with certain strategic investors
(the "Strategic Investment") to close concurrently with the
Offering. The Company has increased the size of the strategic
investment, to reflect a change in price, to 26,714,285 units of
the Company (the "Private Placement Units") at a price of
approximately $0.2058 per Unit for
aggregate gross proceeds of $5,500,001.11.
Each Private Placement Unit is comprised of one Common Share and
one-half of one Common Share purchase Warrant. Each Warrant shall
entitle the holder thereof to acquire one Warrant, at an exercise
price of C$0.30, for a period of 24
months following the closing of Strategic Investment. An investment
fee of the number of Private Placement Units that is equal to 7% of
the gross proceeds raised in the Private Placement may be paid to
certain subscribers upon the closing of the Private Placement.
Mackie Research Capital Corporation is also acting as a
strategic advisor to the Company.
The Common Shares and Warrants are listed on the TSX Venture
Exchange (the "TSXV") under the symbol "PUL" and "PUL.WT"
respectively. The TSXV has conditionally approved the listing of
the Common Shares, FT Shares, Warrants and Warrant Shares. Listing
will be subject to the Company fulfilling all of the requirements
of the TSXV.
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
Offering Units in any jurisdiction in which such offer,
solicitation or sale would be unlawful. For more information on the
Offering and the Company's intended use of the net proceeds of the
Offering, please refer to the Prospectus.
About Pulse Oil Corp.
Pulse is a Canadian company incorporated under the Business
Corporations Act (Alberta) and
has plans to become a leading oil and gas company. Pulse owns 100%
interests in the Bigoray area of Alberta, that include two Nisku oil Pinnacle Reefs as well as 100%
interests in producing assets in the Bigoray area of Alberta. Pulse is moving forward to grow
production and execute an Enhanced Oil Recovery project to unlock
significant value for shareholders through control of approximately
65 net sections of land across the Mannville, Cardium, Pekisko/Shunda,
Nisku and Duvernay Shale trends in
Western Canada. Pulse will also
continue to focus on acquiring affordable, small to medium sized
proven oil and gas assets with significant upside. The Company
plans to achieve further growth through low‐risk, technically
diligent drilling, infrastructure ownership and reserve growth
utilizing proven enhanced oil recovery techniques and
implementation of technology.
Neither the TSX Venture Exchange, Inc. nor its Regulation
Service Provider (as that term is defined under the policies of the
TSX Venture Exchange) has neither approved nor disapproved of the
contents of this press release.
Reader Advisory
This press release contains forward‐looking statements and
forward‐looking information within the meaning of applicable
securities laws. The words "will," "believe," "expect,"
"anticipate," "plan," "intend," "foresee," "should," "would,"
"could" or other similar expressions are intended to identify
forward‐looking statements, which are generally not historical in
nature. Such statements include, without limitation,
statements pertaining to the Offering and the Strategic Investment
and the anticipated timing thereog and use of proceeds therefrom,
as well as the planned operations and anticipated
results related to the Bigoray assets, including the anticipated
timing to reactivate the wells and Pulse's Queenstown drilling.
The forward‐looking statements are based on management's current
expectations and beliefs concerning future developments and their
potential effect on the Company based on information currently
available to management. While management believes that these
forward‐looking statements are reasonable as and when made, there
can be no assurance that future developments affecting Pulse will
be those anticipated. Forward‐looking information involves known
and unknown risks, uncertainties, assumptions and other factors
that may cause actual results or events to differ materially from
those anticipated in such forward‐looking information. Important
factors that could cause actual results to differ materially from
those in the forward looking statements include, but are not
limited to: the completion of the Offering and the Strategic
Investment, respectively and the timing thereof, the volatility of
commodity prices, product supply and demand, competition, access to
and cost of capital, the assumptions underlying production
forecast, the quality of technical data; environmental and weather
risks, including the possible impacts of climate change, the
ability to obtain environmental and other permits and the timing
thereto, government regulation or action, the costs, timing and
results of drilling operations; the availability of equipment,
services, resources and personnel required to complete the
Company's planned operating activities; access to and availability
of transportation, processing and refining facilities, acts of war
or terrorism; and general economic conditions and other financial,
operational and legal risks and uncertainties. The forward‐looking
statements contained in this press release are made as of the date
hereof and the Company 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.
THIS NEWS RELEASE DOES NOT CONSTITUTE AN OFFER TO SELL OR THE
SOLICITATION OF AN OFFER TO BUY ANY SECURITIES OF THE COMPANY IN
THE UNITED STATES OR IN ANY OTHER
JURISDICTION IN WHICH ANY SUCH OFFER, SOLICITATION OR SALE WOULD BE
UNLAWFUL. THE SECURITIES TO BE OFFERED UNDER THE OFFERING HAVE NOT
BEEN AND WILL NOT BE REGISTERED UNDER THE 1933 ACT OR ANY STATE
SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS (AS THAT
TERM IS DEFINED IN REGULATION S UNDER THE 1933 ACT) EXCEPT IN
TRANSACTIONS EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE 1933
ACT AND APPLICABLE STATE SECURITIES LAWS.
SOURCE Pulse Oil Corp.