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Vancouver, British Columbia –TheNewswire -- January 5, 2024 G2 Energy Corp. (CSE:GTOO ) ( FWB:UD9) (the"Company" or "G2") announcestoday that pursuant to its news release dated November 2, 2023 andDecember 21, 2023, the Company has issued 1,200,000 units (the“ Units ”) in the capital of the Company at a price of $0.05 perUnit for gross proceeds of $60,000 and has issued an aggregate of7,178,000 units (“ Units ”) in the capital of the Company at adeemed price of $0.05 per Unit to certain creditors to settle anaggregate of $358,900 in bona fide debt of the Company (the“ Tranche 1Closing ”). Each Unit consists of one (1)common share in the capital of the Company and one (1) common sharepurchase warrant (the “ Warrant ”). The Company has allocated theproceeds from the First Tranche for general working capital forbusiness and corporate matters.
Each Warrant is exercisable by the warrant holder toacquire one (1) additional common share at a price of CAD$0.08 for aperiod of twenty-four (24) months from the closing of the Tranche 1Closing, subject to an acceleration clause whereby if the closingprice of the Company’s common shares is greater than $0.12 for aperiod of 10 consecutive trading days on the stock Canadian SecuritiesExchange (subject to adjustment for subdivisions, consolidations, andsimilar events), then the Company may, in its sole discretion, electto provide written notice (the “ Acceleration Notice ”) to the Holder of the Warrants that the Warrants willexpire at 5:00 p.m.(Vancouver time) on the date that is 60 days fromthe date of the Acceleration Notice (the “ Accelerated Expiry Time ”). In such instances, all Warrants that are not exercisedprior to the Accelerated Expiry Time will expire at the AcceleratedExpiry Time.
As a creditor to the Private Placement, SlawomirSmulewicz, a director and officer of the Company, acquired indirectly,3,987,200 Units. As a creditor to the Private Placement, JohnCostigan, a director and officer of the Company, acquired indirectly,1,150,800 Units As a creditor to the Private Placement, David Whitby,a director of the Company, acquired directly, 590,000 Units. As asubscriber and creditor to the Private Placement, Markus Mair, adirector of the Company, acquired directly and indirectly, anaggregate of 1,600,000 Units. As a creditor to the Private Placement,Gabriel Monteiro Queiroz, a director and officer of the Company,acquired directly, 400,000 Units. Participationof insiders of the Company in the Offering will constitute a relatedparty transaction as defined under Multilateral Instrument 61-101 - Protection of MinoritySecurity Holders in Special Transactions (“ MI 61-101 ”). The Company intends to rely on the exemption from theformal valuation requirements of Section 5.4 of MI 61-101 pursuant toSubsection 5.5(a) of MI 61-101 and the exemption from the minorityapproval requirements of Section 5.6 of MI 61-101 pursuant toSubsection 5.7(1)(a) of MI 61-101.
The securities issued pursuant to the Tranche 1Offering are subject to a statutory hold period of four (4) monthsplus one (1) day hold that expires on May 6, 2024.
The Company’s financing (the “ Financing ”) remainsopen at this time and expects to close further tranches .
On Behalf of the Board,
“SlawekSmulewicz”
Slawek Smulewicz
CEO
For further information, please contact:
John Costigan
VP Corporate Development
O: +1 604 6208589
E: jcostigan@g2.energy
W: WWW.G2.ENERGY
About G2 EnergyCorp.
G2 is a junior oil and gas producer listed on the CSEexchange. It's primary focus is to acquire and develop additionaloverlooked, low risk, high return opportunities in the oil and gassector. G2's strategy is to obtain a portfolio of risk-managedproduction and development opportunities onshore, U.S.A. In May 2022,G2
acquired the Masten Unit in the Permian Basin, Texas.The Masten Unit is the Company's first producing asset. G2 istargeting top tier projects with operating netbacks and infrastructurefacilities which will fast track overall oil and gas productiongrowth.
The Canadian Securities Exchange hasneither approved nor disapproved the information containedherein.
Forward Looking StatementsCaution
Statements in this press releaseregarding the Company which are not historical facts are“forward-looking statements” that involve risks and uncertainties.Such information can generally be identified by the use offorwarding-looking wording such as “may”, “expect”,“estimate”, “anticipate”, “intend”, “believe” and“continue” or the negative thereof or similar variations. Sinceforward-looking statements address future events and conditions, bytheir very nature, they involve inherent risks and uncertainties. TheCompany provides forward-looking statements for the purpose ofconveying information about current expectations and plans relating tothe future, including expectations regarding the Company's ability tomeet its outstanding obligations, and readers are cautioned that suchstatements may not be appropriate for other purposes. By its nature,this information is subject to inherent risks and uncertainties thatmay be general or specific and which give rise to the possibility thatexpectations, forecasts, predictions, projections or conclusions maynot prove to be accurate, that assumptions may not be correct and thatobjectives, strategic goals and priorities may not be achieved. Theserisks and uncertainties include but are not limited to thoseidentified and reported in the Company’s public filings under theCompany’s SEDAR profile at www.sedar.com. The Company's ability tomeet its outstanding obligations could differ materially from thosecurrently anticipated due to factors such as: the performance offacilities and pipelines, commodity prices, price volatility, pricedifferentials and the actual prices received for the Company’sproducts, royalty regimes and exchange rates, the availability ofcapital, labour and services, the creditworthiness of industrypartners, G2’s ability to acquire additional assets, unexpected increases in operating costs,and risks associated with potential future lawsuits and regulatoryactions made against the Company including but not limited to beingfound in default of the Company's obligations to Cloudbreak. Althoughthe Company has attempted to identify important factors that couldcause actual actions, events or results to differ materially fromthose described in forward-looking information, there may be otherfactors that cause actions, events or results not to be asanticipated, estimated or intended. There can be no assurance thatsuch information will prove to be accurate as actual results andfuture events could differ materially.
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