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Magnum Announces Non-Brokered Private Placement
Existing Shareholders to be offered Participation via New Exemption Rules
|By Marketwired .
|May 29, 2014 03:02 PM EDT
CALGARY, ALBERTA -- (Marketwired) -- 05/29/14 -- MAGNUM ENERGY INC. ("Magnum" or the "Corporation") (TSX VENTURE: MEN) Magnum announced today that further to its original financing announcement on May 28, 2014, the company will also make the offer to subscribe for new capital available to existing shareholders, who can avail themselves of the offer under a new prospectus exemption process as set out in BC Instrument 45-534. The information required in terms of BC Instrument 45-534 is set out later in this release.
Magnum intends to raise up to a maximum of C$500,000 by a non-brokered private placement financing, to work over existing oil wells on its Provost project and natural gas wells on its Sedalia project in Southern Alberta.
The private placement will consist of up to 10 million Units at a price of C$0.05 per Unit. Each Unit will consist of one common share and one common share purchase Warrant. Each Warrant will entitle the holder to purchase one common share at a price of C$0.10 per share, exercisable for a period of 24 months from the date of issuance.
Subject to the TSX Venture Exchange approval, the Company may pay finders a fee consisting of cash and warrants from the proceeds of the proposed Offering.
All of the Units issued will be subject to a four-month hold period. The Private Placement is subject to acceptance by the TSX Venture Exchange.
BC Instrument 45-534 Information
The offer will also be made to all shareholders, who as of the share register record date of May 28, 2014 held common shares in the Company (shareholders resident in Ontario, Newfoundland and Labrador, and countries other Canada, will need to meet local jurisdiction requirements to participate).
The subscribing shareholder, in purchasing the ordinary shares on offer as principal, will need to represent in writing that they were, on or before the record date a shareholder of the Company (and still are).
The aggregate acquisition cost to a subscribing shareholder cannot exceed $15,000 unless that shareholder has obtained advice regarding the suitability of the investment from a registered investment dealer in the residential jurisdiction.
The maximum aggregate gross proceeds are C$500,000 (representing the maximum number of Units to be issued of 10 million). There is no minimum of gross proceeds on this offering. If subscriptions received exceed the maximum offering, units will be allocated pro rata amongst all subscribers.
In completing the financing, the Company may utilize other available regulatory exemptions in addition to the new existing shareholder exemption.
Use of Proceeds
Magnum's immediate focus is to bring the existing production behind pipe at the Provost and Sedalia projects back into production by completing work-overs on wells that need mechanical attention that is cyclical in nature.
As at the date of this news release, it is anticipated that, if the offering of C$500,000 is fully subscribed, the Company would use up to C$425,000 to complete well work-overs at the Provost and Sedalia locations in Southern Alberta. General & administration expenses and finder's fees would make up the other C$75,000 of the offering. If the offering is not fully subscribed the company will pay finder's fees and general and administration expenses of up to C$75,000 and the rest of the proceeds would go towards the well work-overs. While it is intended that Magnum will spend the funds available to it as stated, there may be circumstances where, for sound business reasons, a reallocation of funds may be necessary.
This offer is available to all security holders who held our common shares on or before May 28, 2014. This offer will be open until June 13, 2014. If you are a security holder who is interested in participating in this offering; or for further information on Magnum Energy Inc., please see contact information below.
We seek Safe Harbor.
Certain statements in this release are forward-looking statements, including with respect to Magnum's proposed use of proceeds raised from the above-described private placement. Forward-looking statements consist of statements that are not purely historical, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Such statements are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the statements. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits Magnum will obtain from them. In particular, there may be circumstances where, for sound business reasons, a reallocation of funds may be necessary. These forward-looking statements reflect management's current views and are based on certain expectations, estimates and assumptions which may prove to be incorrect. A number of risks and uncertainties could cause our actual results to differ materially from those expressed or implied by the forward-looking statements, as well as other factors beyond the Company's control. These forward-looking statements are made as of the date of this news release.
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.
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