MCAPM, LP and Michael Mork Enter Agreement to Acquire Common Shares of NXT Energy Solutions Inc.
23 Décembre 2022 - 7:25PM
MCAPM, LP and Michael Mork (“the
Morks”) announced
today that they have entered into subscription agreements (the
“
Subscription Agreements”) with NXT Energy
Solutions Inc. TSX: SFD) ("
NXT") pursuant to which
the Morks have agreed to subscribe for an aggregate of 8,750,000
common shares ("
Common Shares") of NXT in a
non-brokered private placement (the “
Private
Placement”) at a price of CAD$0.195 per Common Share for
total consideration of approximately CAD$1.7 million. Closing is
expected to occur in January, 2022 and is subject to certain
conditions, including conditional listing approval of the TSX. The
Morks currently own an aggregate of 6,171,233 Common Shares. On
closing of the Private Placement, the Morks will own 14,921,233
Common Shares, representing approximately 19.38% of the issued and
outstanding Common Shares on a non-diluted basis.
The head office address of NXT is 302 3320 17th
Avenue SW Calgary, Alberta, Canada T3E 0B4. The head office of
MCAPM, LP is 132 Mill Street, #204, Healdsburg California,
95448
This news release is issued pursuant to National
Instrument 62-103 – The Early Warning System and Related Take-Over
Bid and Insider Reporting Issues, which also requires a report to
be filed with regulatory authorities in each of the jurisdictions
in which NXT is a reporting issuer containing information with
respect to the foregoing matters (the "Early Warning
Report"). A copy of the Early Warning Report will be
available under NXT's profile at www.sedar.com or may be obtained
by contacting Mork Capital Management, LLC at (707) 431-1057.
The Morks are acquiring the Common Shares for
investment purposes. The Morks may, from time to time, acquire
additional Common Shares or other securities of NXT or dispose of
some or all of the Common Shares or other securities of NXT that it
owns at such time. The Morks currently have no other plans or
intentions that relate to or would result in any of the following:
the acquisition of additional securities of NXT, or the disposition
of securities of NXT; a corporate transaction, such as a merger,
reorganization or liquidation, involving NXT or any of its
subsidiaries; a sale or transfer of a material amount of the assets
of NXT or any of its subsidiaries; a change in the board of
directors or management of NXT, including any plans or intentions
to change the number or term of directors or to fill any existing
vacancy on the board; a material change in the present
capitalization or dividend policy of NXT; a material change in
NXT’s business or corporate structure; a change in NXT’s charter,
bylaws or similar instruments or another action which might impede
the acquisition of control of NXT by any person or company; a class
of securities of NXT being delisted from, or ceasing to be
authorized to be quoted on, a marketplace; but depending on market
conditions, general economic and industry conditions, trading
prices of NXT’s securities, NXT’s business, financial condition and
prospects and/or other relevant factors, the Morks may develop such
plans or intentions in the future.
Forward-Looking Statements
The information in this news release has been
prepared as at December 22, 2022. Certain statements in this news
release, referred to herein as "forward-looking statements",
constitute "forward-looking information" under the provisions of
Canadian provincial securities laws. These statements can be
identified by the use of words such as "expected", "will" or
similar terms. Forward-looking statements in this news release
include statements relating to the expected closing date of the
Private Placement and the Mork’s ownership interest in NXT upon
closing of the private placement.
NXT Energy Solutions (TSX:SFD)
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