4264128.acq011 News Release Standstill Agreement ARCTIC HUNTER ENERGY INC.
4264128.acq011 News Release Standstill Agreement
ARCTIC HUNTER ENERGY INC.
Suite 1610 - 675 West Hastings Street · Vancouver · British Columbia · V6B 1N2
Telephone: (604) 681-3131
NEWS RELEASE
May 19, 2017 TSX-V Trading Symbol: AHU
ARCTIC HUNTER SIGNS STANDSTILL AGREEMENT IN CONNECTION WITH
ACQUISITION OF THE REBEICO GOLD PROPERTY, CLOSES SECOND TRANCHE OF
PRIVATE PLACEMENT
STANDSTILL AGREEMENT
VANCOUVER, B.C. – Arctic Hunter Energy Inc. (TSX -V: AHU) (“ Arctic Hunter ” or the
“Company”) announces that further to its news release dated April 5, 2017, the Company has entered
into a standstill agreement (the “Standstill Agreement”) with respect to its option agreement dated April
3, 2017 (the “Option Agreement”) to acquire up to a 100% interest in the Rebeico Gold- Copper Project
situated in Sonora, Mexico (“Rebeico Gold Property”). The parties have agreed to enter into the
Standstill Agreement in order to provide additional time for the parties to complete a National Instrument
43-101 compliant technical report and a title opinion respecting the Rebeico Gold Property.
Under the terms of the Standstill Agreement , the Option Agreement will be terminated and the optionor
and vendors of the Rebeico Gold Property have agreed that they will not enter into any agreement that
would have the effect of gr anting any party (other than the Company) the right to acquire any interest of
any kind in the Rebeico Gold Property for a period of 90 days following the execution of the Standstill
Agreement. Upon the completion of the technical report and the title o pinion, the parties will then enter
into an amended and restated option agreement respecting the Rebeico Gold Property with the same terms
as the Option Agreement.
CLOSING OF SECOND TRANCHE OF PRIVATE PLACEMENT
The Company is pleased to further announce that it has closed the final tranche of a non-brokered private
placement announced on March 20, 2017. In this final tranche the Company raised $58,000, bringing the
total raised pursuant to the private placement to approximately $558,500, which will be used as set out in
the Company’s news release dated May 2, 2017 and for general working capital.
In the final tranche of the private placement, the Company issued 580,000 units (the “Units”) at a price of
$0.10 per Unit. Each Unit is compr ised of one common share of the Company and one non- transferable
common share purchase warrant. Each warrant entitles the holder to acquire one additional common share
at an exercise price of $0.15 per share for a period of two (2) years from the date of i ssuance. The shares,
warrants and shares issuable upon exercise of the warrants are subject to a four month hold period
expiring on September 20, 2017, in accordance with applicable securities laws.
Certain directors and senior officers of the Company subscribed for an aggregate of 480,000 Units for
proceeds of $48,000. Each insider’s subscription constitutes a “related party transaction” within the
meaning of Multilateral Instrument 61 -101 - Protection of Minority Security Holders in Special
Transactions (“MI 61 -101”) and Policy 5.9 – Protection of Minority Security Holders in Special
4264128.acq011 News Release Standstill Agreement
Transactions of the TSX Venture Exchange. The Company is relying on exemptions from the formal
valuation requirements available under Section 5.5(a) of MI 61- 101 and from minority approval
requirements available under Section 5.7(a) of MI 61-101 on the basis that neither the fair market value of
the securities distributed to, nor the consideration received from, the related parties exceed more than
25% of the Company’s market capitalization.
TRADING HALT
Trading in the Company’s common shares is currently halted. The Company has asked the TSX Venture
Exchange to lift the trading halt and expects that its common shares will resume trading on the TSX
Venture Exchange on Thursday, May 25, 2017.
ABOUT ARCTIC HUNTER ENERGY
The Company is a Canadian Oil & Gas exploration and Mining resource development Company that
identifies, acquires and finances the acquisition, exploration and developmen t of mining and oil and gas
assets primarily situated in Western Canada and North America. The Company is currently a junior heavy
oil producer in the greater Lloydminster area of Alberta & Saskatchewan. The Company is continually
reviewing future producti on and exploration opportunities, through selective property acquisitions and
identifying low risk exploration drilling activities situated in Canada, the United States, Mexico and
abroad.
FOR FURTHER INFORMATION, PLEASE CONTACT:
Tim Coupland, President and CEO
Arctic Hunter Energy Inc.
Tel: (604) 681-3131
or
Ted Burylo, Director
Arctic Hunter Energy Inc.
Tel: (604) 764-9178
Neither the TSX Venture Exchange nor its Regulation Services Provider, (as the term is defined in the Policies of
the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Statement on Forward-Looking Statement:
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 word “will” ,
“expects” and simi lar 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. This news release contains forward -looking statements and assumptions pertaining to the following: the
completion of the technical report and title opinion, execution of an am ended and restated option agreement, and the
lifting of the trade halt. Actual results achieved may vary from the information provided herein as a result of
numerous known and unknown risks and uncertainties and other factors. The Company believes the expe ctations
reflected in those forward -looking statements are reasonable, but no assurance can be given that these expectations
will prove to be correct.