Gen III - Closes Private Placement and Applies to Extend Warrants
17 Septembre 2020 - 10:15PM
Gen III Oil Corporation ("Gen III" or the
“Company”) (TSX-V: GIII) (OTCQX: ISRJF) is pleased to
announce that it has completed a non-brokered private placement of
2,540,000 units (the "Units") at a price of CDN$0.20 per Unit for
gross proceeds of CDN$508,000 (the "Offering"). Each Unit consists
of one common share in the capital of the Company (a “Share”) and
one-half of one non-transferable common share purchase warrant
(each whole common share purchase warrant, a “Warrant”). Each whole
Warrant is exercisable to acquire one Share at an exercise price of
CDN$0.30 per Share until September 17, 2021 which is 12 months from
the date of issuance.
Insiders of the Company acquired an aggregate of
250,000 Units in the Offering, which participation constituted a
"related party transaction" as defined under Multilateral
Instrument 61-101 Protection of Minority Security Holders in
Special Transactions (“MI 61-101”). Such participation is exempt
from the formal valuation and minority shareholder approval
requirements of MI 61-101 as neither the fair market value of the
Units acquired by the insiders, nor the consideration for the Units
paid by such insiders, exceed 25% of the Company's market
capitalization. As required by MI 61-101, the Company advises that
it expects to file a material change report relating to the
Offering less than 21 days before completion of the Offering, which
is necessary to complete the Offering in an expeditious manner and
is reasonable in the circumstances. GEN III intends to use the net
proceeds of the Offering for project engineering, working capital
and general corporate purposes.
The Company will pay aggregate finder’s fees of
CDN$3,000 in connection with subscriptions from subscribers
introduced to the Offering by Canaccord Genuity Corp.
The securities issued under the Offering, and
any Shares that may be issuable on exercise of any such securities,
will be subject to a statutory hold period expiring four months and
one day from the date of issuance of such securities. This
news release does not constitute an offer to sell or a solicitation
of an offer to buy any of the securities in the United States. The
securities have not been and will not be registered under the
United States Securities Act of 1933, as amended (the "U.S.
Securities Act"), or any state securities laws and may not be
offered or sold within the United States or to U.S. Persons unless
registered under the U.S. Securities Act and applicable state
securities laws or an exemption from such registration is
available.
Gen III has also applied to the TSX Venture
Exchange (the “TSXV”) to extend the expiry dates of 5,453,750
outstanding share purchase warrants (the “September Warrants”)
issued on September 30, 2019, in connection with a non-brokered
private placement (for further details on the private placement see
Gen III news releases dated September 30, 2019), by three
months.
The Company is proposing to extend the expiry
date for the September Warrants from September 30, 2020 to December
30, 2020. The exercise price and all other terms and conditions of
the September Warrants will remain unchanged. The proposed
extension of the expiration date of the September Warrants is
subject to final approval by the TSXV.
Further to the Company’s press release of July
28th 2020, commercial offtake negotiations with one of the
super-majors are progressing extremely well, especially when one
considers their size and the number of parties involved. Gen
III is also waiting on the final analysis of its Group III base oil
samples from the facilities of a second super-major fuels and
lubricants producer. Discussions with several banks and
private equity groups are simultaneously underway for our projects’
portfolio and we continue to build our syndicate of First Nations
for the Alberta project.
About Gen
III
Gen III is first and foremost a cleantech
company, that is building a green project that has compelling
economics, without government subsidies. Gen III owns a portfolio
of patented technologies that enable used motor oil (“UMO”)
re-refineries to produce a higher value product mix of base oils
than traditional methods, including 55% Group III. The Company
currently holds 8 patents issued in North America, 2 patents issued
overseas and has 7 patent applications, patents pending or under
review in strategic countries/regions around the world. The
Company’s first full-scale facility is currently under development
in Alberta, with targeted production commencing 18 months after the
requisite financing is obtained (the “Project”). With off-take
agreements in hand, the Company has in place agreements for the
sale of all its finished products when commercial production begins
at its Alberta facility. The Alberta facility is being designed to
process 2,800 bpd of used motor oil into a range of base stocks and
related petroleum products. For more information about the Company,
please visit www.geniiiesg.com.
On Behalf of the Board of Gen
III Oil Corporation
“Greg Clarkes”Greg ClarkesChief Executive
Officer
For further information, contact Mark Redcliffe
at (778) 668-5988
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.
Certain information contained in this news
release constitutes “forward-looking information” or
“forward-looking statements” (collectively, “forward-looking
information”). Without limiting the foregoing, such forward-looking
information includes statements regarding the use of proceeds of
the Offering, the term extension for the September Warrants and any
statements regarding the Company’s business plans, expectations and
objectives. In this news release, words such as “may”, “would”,
“could”, “will”, “likely”, “believe”, “expect”, “anticipate”,
“intend”, “plan”, “estimate” and similar words and the negative
form thereof are used to identify forward-looking information.
Forward looking information should not be read as guarantees of
future performance or results, and will not necessarily be accurate
indications of whether, or the times at or by which, such future
performance will be achieved. Forward-looking information is based
on information available at the time and/or the Company
management’s good faith belief with respect to future events and is
subject to known or unknown risks, uncertainties, assumptions and
other unpredictable factors, many of which are beyond the Company’s
control. For additional information with respect to these and other
factors and assumptions underlying the forward-looking information
made in this news release, see the Company’s most recent
Management’s Discussion and Analysis and financial statements and
other documents filed by the Company with the Canadian securities
commissions and the discussion of risk factors set out therein.
Such documents are available at www.sedar.com under the Company’s
profile and on the Company’s website, https://www.geniiiesg.com/.
The forward-looking information set forth herein reflects the
Company’s expectations as at the date of this news release and is
subject to change after such date. The Company disclaims any
intention or obligation to update or revise any forward-looking
information, whether as a result of new information, future events
or otherwise, other than as required by law.
Regen III (TSXV:GIII)
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