TSXV ticker symbol: BEN
CALGARY, July 4, 2014 /CNW/ -
The Offering will be subject to the consolidation of the issued and outstanding common shares of the Corporation (the "Consolidation") on the basis of up to five (5) pre-consolidation common shares of the Corporation ("Pre-Consolidation Shares") for every one (1) post-consolidation common share (a "Post-Consolidation Share"), or at any final ratio as the board of directors of the Corporation may determine to be appropriate (the "Consolidation Ratio"). The Corporation currently intends to seek shareholder approval for the Consolidation at its next annual meeting of shareholders.
Assuming completion of the Consolidation, the Corporation will issue Post-Consolidation Shares using a pre-consolidation price of $0.25 per share for aggregate gross proceeds of up to $16,000,000, under the Offering.
The closing of the Offering is expected to occur prior to the end of July 2014 and is subject to the completion of formal documentation, shareholder approval of the Consolidation and receipt of regulatory approval, including the conditional approval of the TSX Venture Exchange (the "Exchange").
The Corporation intends to use the net proceeds from the Offering for proving up the Corporation's existing and new prospects in Alberta as well as working capital for ongoing operations.
In connection with the Consolidation and the Offering, the Corporation also intends to enter into debt settlement agreements to settle the Corporation's outstanding non-bank debt in the aggregate of up to $11 million owing to two creditors of the Corporation (the "Debt Settlements"), each of whom is an insider of the Corporation, by the issuance of Post-Consolidation Shares using a pre-consolidation price of $0.50 per share.
It is expected that shareholder approval for the Debt Settlements will be sought at the Corporation's next annual meeting of shareholders. The Debt Settlements will be subject to completion of formal documentation and receipt of shareholder and regulatory approval, including the conditional approval of the Exchange.
All Post-Consolidation Shares issued pursuant to the Offering and the Debt Settlement shall be subject to a four (4) month statutory hold period from the closing date.
Information Regarding the Corporation
The Corporation is an emerging oil and gas company engaged in the exploration for and development and production of oil and natural gas reserves in Western Canada. The Corporation's common shares trade on the Exchange under the symbol "BEN".
Neither the TSX Venture Exchange, Inc. nor its Regulation Service Provider (as that term is defined under the policies of the TSX Venture Exchange) has neither approved nor disapproved of the contents of this press release.
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Forward looking information
This news release contains "forward-looking information" within the meaning of applicable securities laws. These statements relate to future events or future performance. The use of any of the words "could", "intend", "expect", "believe", "will", "projected", "estimated" and similar expressions and statements relati