/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
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VANCOUVER, BC, July 10,
2023 /CNW/ - NG Energy International Corp.
("NGE" or the "Company") (TSXV: GASX) (OTCQX: GASXF)
is pleased to announce that it has increased the size of its
previously announced financing to up to $35,000,000. The non-brokered private placement
offering will be for the issuance and sale of up to 35,000
convertible senior secured debenture units (the "Debenture
Units") at an issuance price of $1,000 per Debenture Unit, for aggregate total
gross proceeds of up to $35,000,000
(the "Offering"). Completion of the Offering is contingent
upon approval of the TSX Venture Exchange, compliance with
applicable Canadian securities laws, and completion of satisfactory
due diligence by the lead group of strategic investors, anticipated
to be completed within 30 days of this announcement.
Each Debenture Unit will consist of: (i) one 10.0% convertible
senior secured debenture with a principal amount of $1,000 (each, a "Convertible Debenture")
maturing three (3) years from the closing of the Offering (the
"Maturity Date"); and (ii) 1,000 common share purchase
warrants of the Company (each, a "Warrant"), with each
Warrant entitling the holder thereof to purchase one common share
of the Company (a "Common Share") at an exercise price equal
to $0.90 for a period of three (3)
years from the Closing Date.
The principal amount of each Convertible Debenture will be
convertible, for no additional consideration, at the option of the
holder, in whole or in part, at any time and from time to time,
into Common Shares prior to the earlier of: (i) the close of
business on the Maturity Date; and (ii) the business day
immediately preceding the date specified by the Company for
redemption of the Convertible Debentures upon a Change of Control
(as defined in the indenture that will govern the Convertible
Debentures) at a conversion price equal to $0.70 per share.
In connection with the Offering, the Company may pay a finder's
fee. Such finder's fees may be paid in cash or Debenture Units, or
any combination of cash or Debenture Units. All dollar amounts are
stated in Canadian dollars.
About NG Energy International
Corp.
NG Energy International Corp. is a publicly traded E&P
company on a mission to provide a clean and sustainable solution to
Colombia's energy needs. The
Company intends on executing this mission by producing and bringing
gas to the premium priced Colombian gas market from the blocks,
SN-9, a 311,353 acres block which is adjacent to Canacol's
Nelson field, as well Maria
Conchita, a 32,518-acre block located in the region of La
Guajira. NGE's team has extensive technical expertise and a proven
track record of building companies and creating value in
South America. For more
information, please visit SEDAR (www.sedar.com) and the Company's
website (www.ngenergyintl.com).
Cautionary Statement Regarding Forward-Looking
Information
This news release contains "forward-looking information" and
"forward-looking statements" (collectively, "forward-looking
statements") within the meaning of the applicable Canadian
securities legislation. All statements, other than statements of
historical fact, are forward-looking statements and are based on
expectations, estimates and projections as at the date of this news
release, including, without limitation, statements related to the
completion of the Offering. Any statement that involves discussions
with respect to predictions, expectations, beliefs, plans,
projections, objectives, assumptions, future events or performance
(often but not always using phrases such as "expects", or "does not
expect", "is expected", "anticipates" or "does not anticipate",
"plans", "budget", "scheduled", "forecasts", "estimates",
"believes" or "intends" or variations of such words and phrases or
stating that certain actions, events or results "may" or "could",
"would", "might" or "will" be taken to occur or be achieved) are
not statements of historical fact and may be forward-looking
statements.
Forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to be materially
different from any future results, performance or achievements
expressed or implied by the forward-looking statements. Factors
that could cause actual results to differ materially from those
anticipated in these forward-looking statements are described under
the caption "Risks Factors" in the Company's most recent Management
Discussion and Analysis and its Annual Information Form dated
June 30, 2023, which are available
for view on SEDAR at www.sedar.com. These risks include but are not
limited to, the risks associated with the oil and natural gas
industry, such as exploration, production and general operational
risks, volatility of pricing for oil and natural gas, changing
investor sentiment about the oil and natural gas industry,
competition in the markets where the Company operates, any delays
in production, marketing and transportation of natural gas,
drilling costs and availability of equipment, regulatory approval
risks and environmental risks. Forward-looking statements contained
herein, including but not limited to the Company's statements
related to the completion of the Offering, are made as of the date
of this news release, and the Company disclaims, other than as
required by law, any obligation to update any forward-looking
statements whether as a result of new information, results, future
events, circumstances, or if management's estimates or opinions
should change, or otherwise. There can be no assurance that
forward-looking statements will prove to be accurate, as actual
results and future events could differ materially from those
anticipated in such statements. Accordingly, the reader is
cautioned not to place undue reliance on forward-looking
statements.
Neither the TSX Venture Exchange nor its Regulation
Services Provider (as that term is defined in policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
SOURCE NG Energy International Corp.