NOT FOR DISSEMINATION IN THE UNITED STATES. FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES LAW.
CALGARY, Alberta, Dec. 21, 2018 (GLOBE NEWSWIRE) — GRANITE OIL CORP. (“Granite” or the “Company”) (TSX: GXO) (OTCQX: GXOCF) announces that it has issued a 3 million common shares (the “Shares”) at a price of $0.52 per Share for aggregate gross proceeds of $1.56 million pursuant to a non-brokered private placement (the “Offering”). An additional closing of the Offering may be completed for combined total proceeds of up to $2 million. People interested in participating in the Offering should contact the Corporation. The proceeds of the Offering will be used by Granite for general working capital purposes.
Under the Offering, each of Michael Kabanuk, President and CEO of the Company, and Brendan Carrigy, Chair of the Board and a director of the Company, purchased 480,000 Shares, Kathy Turgeon, a director of the Company, purchased 40,000 Shares and GMT Capital Corp. and associated affiliates, holding over 10% of the Shares of the Company, purchased an aggregate of 2,000,000 Shares. Their participation is considered to be a “related party transaction” as defined in Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 by virtue of the exemptions contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the securities to be distributed in the Offering nor the consideration to be received for those securities, in so far as the Offering involves the insiders, exceeds 25% of the Company’s market capitalization. The completion of the Offering is subject to the Company receiving all necessary regulatory approvals, including final approval of the Offering from the Toronto Stock Exchange.
Contact Information
For further information, please contact Michael Kabanuk, President & CEO, by telephone at (587) 349-9123, Devon Griffiths, COO, by telephone at (587) 349-9120, or Tyler Klatt, V.P. Exploration, by telephone at (587) 349-9125.
Reader Advisories
Forward-Looking Statements. Certain statements contained in this news release may constitute forward-looking statements or information (collectively, “forward-looking statements” or “statements”). These statements relate to future events or Granite’s future performance. All statements other than statements of historical fact may be forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as “seek”, “anticipate”, “plan”, “continue”, “estimate”, “expect”, “may”, “will”, “project”, “predict”, “potential”, “targeting”, “intend”, “could”, “might”, “should”, “believe” and similar expressions. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. In particular, this news release contains forward-looking statements pertaining to the following: expectations and assumptions concerning timing of receipt of required regulatory approval, the satisfaction of other conditions to the completion of the Offering, the completion of the Offering and the use of proceeds from the Offering.
Although Granite believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because Granite can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, risks that required regulatory and shareholder approvals are not obtained and that the Offering is not completed due to other closing conditions are not satisfied. There is no certainty that the Offering will be completed. The reader is cautioned that assumptions used in the preparation of such information, although considered reasonable by the Company at the time of preparation, may prove to be incorrect and readers are cautioned not to place undue reliance on forward-looking information, which speaks only as of the date hereof. The Company does not undertake any obligation to release publicly any revisions to forward-looking information contained herein to reflect events or circumstances that occur after the date hereof or to reflect the occurrence of unanticipated events, except as may be required under applicable securities laws.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of securities in the United States or in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under securities laws of any such province, state or jurisdiction. The securities referenced herein may not be offered or sold in the United States except in transaction exempt from or not subject to the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws. This news release is not to be disseminated in the United States.
