UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS. San Angelo Oil Limited Announces Share Consolidation and $250,000 Financing
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS.
San Angelo Oil Limited Announces Share Consolidation and $250,000 Financing
February 3, 2016 – Vancouver, British Columbia – San Angelo Oil Limited (TSX-V: SAO) (“San Angelo” or the “Company”) announces that it intends to consolidate its common shares on a ten (10) for one (1) basis. The Company currently has 34,927,500 common shares issued and outstanding. Following the consolidation, the Company will have approximately 3,492,750 common shares issued and outstanding prior to rounding for fractional shares. Completion of the share consolidation is subject to approval by the TSX Venture Exchange. The exercise price of outstanding options and warrants, and the number of common shares that may be acquired pursuant to such options and warrants, will be adjusted to account for the consolidation in accordance with the terms and conditions of such options and warrants.
Management believes that consolidating the Company’s issued share capital would be in the best interests of the Company, and will improve the ability of the Company to attract additional equity financing.
The Company is pleased to further announce a non-brokered private placement of up to 5,000,000 units (the “Units”) at market price ($0.05 per Unit), post-consolidation, for gross proceeds of up to $250,000 (the “Offering”). Each Unit will be comprised of one post-consolidation common share and one transferable share purchase warrant (a “Warrant”) of the Company. Each Warrant will entitle the holder to acquire one additional post-consolidation common share of the Company at a price of $0.05 for a period of 5 years following closing of the Offering.
The Offering is subject to TSX Venture Exchange acceptance. The proceeds from the Offering will be used for general working capital.
The securities offered have not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or applicable exemption from the registration requirements. This news release does not constitute an offer to sell or the solicitation of any offer to buy nor will there be any sale of these securities in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such province, state or jurisdiction.
FOR FURTHER INFORMATION, PLEASE CONTACT:
Gordon Nielsen President and Chief Executive Officer San Angelo Oil Limited Tel: 604-220-3799
Neither the TSX Venture Exchange nor its Regulation Services Provider (as such term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-looking Statements
This news release contains certain forward-looking information and forward-looking statements within the meaning of applicable securities legislation (collectively “forward-looking statements”). The use of any of the words “will”, and similar expressions are intended to identify forward-looking statements. 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. Such forward-looking statements should not be unduly relied upon. The Company believes the expectations reflected in those forward-looking statements are reasonable, but no assurance can be given that these expectations will prove to be correct. This news release contains forward-looking statements and assumptions pertaining to the following: the resumption of trading of the Common Shares and Warrants and the use of proceeds of the Offering. Readers are cautioned that the foregoing list of factors is not exhaustive. Any forward-looking statement in this news release is based only on information currently available and speaks only as of the date on which it is made.