Canadian Spirit Resources Inc. Announces Equity Rights Offering
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES OF AMERICA
CALGARY, Alberta, Oct. 19, 2017 (GLOBE NEWSWIRE) — Canadian Spirit Resources Inc. (“CSRI” or the “Corporation”) (TSXV:SPI) (OTCBB:CSPUF) today announced that it will be offering rights to holders of its common shares at the close of business on the record date of October 27, 2017, on the basis of one (1) right for each common share held (the “Rights Offering“). Each nine and one-half (9½) rights will entitle the holder to subscribe for one (1) common share of CSRI upon payment of the subscription price of $0.12 per common share. There are currently 159,458,860 common shares of the Corporation issued and outstanding. If all the rights issued under the Rights Offering are validly exercised, the Rights Offering will raise gross proceeds of approximately $2,014,217. All directors, executive officers and insiders of the Corporation have each committed to participate in the Rights Offering.
The rights will expire at 4:30 p.m. (Calgary time) on November 14, 2017 (the “Expiry Time“), after which time unexercised rights will be void and of no value. Shareholders who fully exercise their rights will be entitled to subscribe for additional common shares, if available as a result of unexercised rights prior to the Expiry Time, subject to certain limitations as set out in the Corporation’s rights offering circular. The Corporation expects to close the Rights Offering on or about November 15, 2017.
Details of the Rights Offering will be set out in the rights offering notice and rights offering circular which will be available under CSRI’s website at www.csri.ca or under CSRI’s SEDAR profile at www.SEDAR.com. The rights offering notice and the rights certificate will be mailed to each registered eligible shareholder as at the record date. Registered shareholders who wish to exercise their rights must forward the completed rights certificate, together with the applicable funds, to the rights agent, Computershare Investor Services Inc. (“Computershare“), at or before the Expiry Time. Shareholders who own their common shares through an intermediary, such as a bank, trust company, securities dealer or broker, will receive materials and instructions from their intermediary.
The Rights Offering will be conducted in Canada only. However, certain holders of common shares in jurisdictions outside of Canada may be able to participate in the Rights Offering where they can establish that the transaction is exempt under applicable legislation. If you are a holder of common shares and reside outside of Canada, please see the rights offering notice and rights offering circular to determine your eligibility and the process and timing requirements to receive and, or, exercise your rights. The Corporation requests any U.S. shareholder or other ineligible holder interested in exercising their rights to contact the Corporation at their earliest convenience.
Funds raised through the Rights Offering will be used to pay for general and administrative (G&A) as well as technical expenses. The Corporation currently has monthly G&A requirements of approximately $85,000. The Corporation is taking steps to minimize the G&A expenses while retaining sufficient resources to maintain the Corporation’s lands, wells and facilities. Actions to reduce G&A expenses have included signing an office lease extension beyond September 2017 at a reduced rate, maintaining administrative staff on a four-day work week, reducing the level of executive officer salaries and other initiatives. The Corporation has ongoing monthly expenses of approximately $125,000 for both technical as well as general and administrative expenses incurred to conduct the Corporation’s operations, to administer and pay annual rental for mineral rights on the Corporation’s 100% working interest and joint venture lands base and to conduct the technical work required to monitor current well production and plan for future field operations.
CSRI is a natural resources company focusing on the identification and development of opportunities in the unconventional natural gas sector of the energy industry.
On behalf of the Board of Directors
CANADIAN SPIRIT RESOURCES INC.
President and Chief Executive Officer
For further information, please contact:
Canadian Spirit Resources Inc.
Telephone (403) 539-5005
Richard Couillard (firstname.lastname@example.org)
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 NEWS RELEASE
THE SECURITIES OFFERED HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION OR AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS. THIS PRESS RELEASE SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THE SECURITIES IN ANY STATE IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL.
Forward Looking Statements
This press release contains statements that constitute “forward-looking information” or “forward-looking” statements” collectively “forward-looking information”) within the meaning of applicable securities legislation. Forward-looking information is often, but not always, identified by the use of words such as “anticipate”, believe”, “expect”, “plan”, “intend”, “forecast”, “target”, “project”, “guidance”, “may”, “will”, “should” “could”, “estimate”, “predict” or similar words suggesting future outcomes or language suggesting an outlook. These forward-looking statements include, among other things, statements relating to: (i) the funds to be raised under the Rights Offering; (ii) estimated costs of the Rights Offering; (iii) available funds to the Corporation after expenses of the Rights Offering; (iv) additional sources of required funding for the Corporation; (v) the use of the funds raised under the Rights Offering; and (vi) estimated G&A requirements.
Forward-looking statements and information contained in this press release are based on our current beliefs as well as assumptions made by, and information currently available to, us. Although we consider these assumptions to be reasonable based on information currently available to us, they may prove to be incorrect.
By their very nature, the forward-looking statements included in this press release involve inherent risks and uncertainties, both general and specific, and risks that predictions, forecasts, projections and other forward-looking statements will not be achieved. We caution readers not to place undue reliance on these statements as a number of important factors could cause the actual results to differ materially from the beliefs, plans, objectives, expectations and anticipations, estimates and intentions expressed in such forward-looking statements.
Furthermore, the forward-looking statements contained in this press release are made as of the date of this document and we do not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.