Mr. Slawek Smulewicz reports
G2 ANNOUNCES A NON-BROKERED PRIVATE PLACEMENT
G2 Energy Corp. will be proceeding with a private placement financing consisting of the sale of a minimum of 30 million units and up to a maximum of 43.25 million units in the capital of the company at a price of two cents per unit for aggregate gross proceeds of a minimum of $600,000 and up to $865,000.
Each Unit consists of one (1) common share (the " Common Share ") and one (1) common share purchase warrant (the " Warrant "). Each Warrant entitles the holder thereof to purchase one Common Share in the capital of the Company for a price of $0.05 for a period of twenty-four (24) months from the date of the closing.
Certain Common Shares may be issued separate from Units for the settlement of bona fide debt owed by the Company.
The Units and/or Common Shares will be offered for sale and/or issued to purchasers and/or creditors resident in Canada (except Quebec) and/or other qualifying jurisdictions pursuant to the listed issuer financing exemption under Part 5A of National Instrument 45-106 - Prospectus Exemptions (the " Listed Issuer Financing Exemption Offering "). The Listed Issuer Financing Exemption Offering is expected to be completed in multiple tranches, with the first tranche expected to close in the near term. The securities issued pursuant to the Listed Issuer Exemption Financing Offering will not be subject to any statutory hold period in accordance with applicable Canadian securities laws, although certain Common Shares issued in connection with certain debt settlements may be subject to a contractual hold period.
There is an offering document related to the Listed Issuer Financing Exemption that can be accessed under the Company's profile at www.sedar.com and on the Company's website at https://www.g2.energy/ . Prospective investors and existing relevant creditors should read this offering document before subscribing for any securities issued in connection herewith.
The proceeds from the Offering will be used by the Company primarily to add additional production, estimated to be 120 boed on the Masten Unit or to settle existing bona fide debt. The program includes returning 2 wells to production, workover on 4 wells and basic maintenance. Proceeds will also be used to retire debt, legal costs and G&A.
In consideration of the introduction to the Company of investors in the Offering, finder's fee may be paid in cash or in securities of the Company in accordance with applicable securities laws and CSE Policies.
The completion of the Offering will be subject to receipt of and all necessary regulatory approvals, including, if required, conditional approval by the CSE.
Participation of insiders of the Company in the Offering, to the extent permitted, will constitute a related party transaction as defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (" MI 61-101 "). The Company intends to rely on the exemption from the formal valuation requirements of Section 5.4 of MI 61-101 pursuant to Subsection 5.5(a) of MI 61-101 and the exemption from the minority approval requirements of Section 5.6 of MI 61-101 pursuant to Subsection 5.7(1)(a) of MI 61-101.
About G2 Energy Corp.
G2 Energy Corp. is a junior oil and gas producer listed on the CSE. It's primary focus is to acquire and develop additional overlooked, low risk, high return opportunities in the oil and gas sector. G2's strategy is to obtain a portfolio of risk-managed production 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 is targeting top tier projects with operating netbacks and infrastructure facilities which will fast track overall oil and gas production growth.
We seek Safe Harbor.