Vortex Energy Corp. (“Vortex” or the “Company”) announces that it intends to complete a non-brokered private placement financing (the “Private Placement”) of up to 4,000,000 units of the Company (the “Units”) at a price of $0.25 per Unit for aggregate gross proceeds of up to $1,000,000.
Each Unit shall consist of one common share (each a “Share”) and one common share purchase warrant (each a “Warrant”), with each Warrant entitling the holder thereof to purchase a Share at an exercise price of $0.30 for a period of 24 months from the date of issuance.
Closing of the Private Placement is anticipated to occur on or about July 12, 2024. Closing is subject to certain conditions, including, but not limited to, the receipt of all necessary regulatory and other approvals.
Subject to compliance with applicable regulatory requirements and in accordance with National Instrument 45-106 – Prospectus Exemptions (“NI 45-106”), the Units issuable under the Private Placement will be offered for sale to purchasers resident in all of the provinces of Canada (except Quebec) pursuant to the listed issuer financing exemption under Part 5A.2 of NI 45-106. Pursuant to NI 45-106, the securities issued to Canadian resident subscribers under the Private Placement will not be subject to resale restrictions.
There is an offering document dated June 13, 2024 related to the Private Placement that can be accessed under the Company’s profile at www.sedarplus.ca and on the Company’s website at www.vortexenergycorp.com. This offering document contains additional detail regarding the Private Placement, including details regarding the expected use of proceeds from the Private Placement. Prospective investors should read this offering document before making an investment decision.
The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended, or any U.S. state securities laws, and may not be offered or sold in the United States absent registration or available exemptions from such registration requirements. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States, or in any jurisdiction in which such offer, solicitation or sale would be unlawful.
The Company also announces that it has elected not to extend the term under its license agreement with AmmPower Corp. dated August 10, 2022, as amended on March 27, 2023 (“License Agreement”). Accordingly, the term of the License Agreement will expire on August 10, 2024.