SNVFF - Sonoro Energy Ltd. Warrant Extension and Repricing
(TheNewswire)
December 14, 2021 - TheNewswire - Calgary, Alberta - Sonoro Energy Ltd (the “Corporation “ or “Sonoro”)(TSX V :SNV) (OTC:SNVFF) provides the followingcorporate updates.
The Company has filed an application with the TSXVenture Exchange (“TSXV”) to amend the expiry date of 21,059,326common share $0.10 purchase warrants issued by the Corporation inconnection with a non-brokered Private Placement of the Corporationthat closed on March 26, 2018.
The exercise period is being extended to December 31,2022 and the exercise price is being amended to $0.07. The Warrants,as amended, include an accelerated expiry provision such that theexercise period of each of the Warrants will be reduced to 30 days iffor any 10 consecutive trading days during the unexpired term of suchWarrants, the closing price of the Corporation’s common sharesexceeds a trading price of $0.20 per common share or higher, with the30-day expiry period commencing on the day the Issuer either (i)disseminates a press release or (ii) sends a written notice to theholders of the Warrants, advising of the commencement of the ExercisePeriod.
The Company has also filed an application to extend theexpiry date for 5,147,921 $0.075 warrants issued in connection with a“Warrant Incentive Program” that closed on October 6, 2020.
The exercise period is being extended to December 31,2022 and the exercise price is being amended to $0.07. The Warrants,as amended, include an accelerated expiry provision such that theexercise period of each of the Warrants will bereduced to 30 days if for any 10 consecutive trading days during theunexpired term of such Warrants, the closing price of theCorporation’s common shares exceeds a trading price of $0.15 percommon share or higher, with the 30-day expiry period commencing onthe day the Issuer either (i) disseminates a press release or (ii)sends a written notice to the holders of the Warrants, advising of thecommencement of the Exercise Period.
A portion of the Warrants are held by parties who areconsidered to be "related parties" of the Company.Therefore, the amendment of Warrants constitutes a "related partytransaction" as contemplated by Multilateral Instrument 61-101Protection of Minority Shareholders in Special Transactions, and TSXVPolicy 5.9 - Protection of Minority Shareholders in SpecialTransactions. However, the exemptions from formal valuation andminority approval requirements provided for by these guidelines can berelied upon as the fair market value of the Warrants does not exceeds25% of the market capitalization of the Company. A material changereport in respect of this related party transaction will be filed bythe Company.
Forward-looking Statements
Certain information in this news release constitutesforward-looking statements under applicable securities laws. Anystatements that are contained in this news release that are notstatements of historical fact may be deemed to be forward-lookingstatements. Forward-looking statements are often identified by termssuch as "may," "should," "anticipate,""expects," "estimates," "seeks" andsimilar expressions. In particular, withoutlimiting the generality of the foregoing, this news release containsforward-looking information regarding the PSC.
Forward-looking statements necessarily involve knownand unknown risks, including, without limitation, risks associatedwith oil and gas exploration, development, exploitation, production,marketing and transportation, loss of markets, volatility of commodityprices, currency fluctuations, imprecision of reserve estimates,environmental risks, competition from other producers, inability toretain drilling rigs and other services, delays resulting from orinability to obtain required regulatory approvals, changes inlegislation including but not limited to income tax, environmentallaws and regulatory matters, and ability to access sufficient capitalfrom internal and external sources. Readers are cautioned that theforegoing list of factors is not exhaustive.
Readers are cautioned not to place undue reliance onforward-looking statements as there can be no assurance that theplans, intentions or expectations upon which they are placed willoccur. Such information, although considered reasonable by managementat the time of preparation, may prove to be incorrect and actualresults may differ materially from those anticipated. Forward-lookingstatements contained in this news release are expressly qualified bythis cautionary statement.
Additional information on these and other factors thatcould affect Sonoro's operations or financial results are included inSonoro’s reports on file with Canadian securities regulatoryauthorities and may be accessed through the SEDAR website(www.sedar.com) or by contacting Sonoro. The forward lookingstatements contained in this news release are made as of the date ofthis news release and Sonoro does not undertake any obligation toupdate publicly or to revise any of the included forward-lookingstatements, whether as a result of new information, future events orotherwise, except as expressly required by securities law.
Neither the TSX Venture Exchange nor its RegulationService Provider (as that term is defined in the policies of the TSXVenture Exchange) accepts responsibility for the adequacy or accuracyof this release.
For further information, please contact:
Sonoro Energy Ltd.
+1.403.262.3252
www.sonoroenergy.com
This press releaseis not to be disseminated in the United States
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