/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR
RELEASE OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN
PART, IN OR INTO THE UNITED
STATES/
CALGARY, Sept. 26, 2016 /CNW/ - Metropolitan Energy Corp.
(NEX: MOE.H) ("Metropolitan" or the "Company") is
pleased to announce the consolidation (the "Share
Consolidation") of its common shares (the "Common
Shares") as well as a non-brokered private placement (the
"Offering").
The Share Consolidation
On July 22, 2016, the Company's
shareholders approved, among other things, the Share Consolidation
and the Offering. The Company expects to implement the Share
Consolidation immediately prior to the closing of the Offering on
the basis of six (6) pre-consolidation Common Shares for each one
(1) post-consolidation Common Share. Following the Share
Consolidation, but prior to completion of the Offering, the Company
expects that there will be 1,523,417 Common Shares issued and
outstanding.
The Offering
In connection with the Offering, the Company anticipates issuing
up to 11,111,111 post-consolidation Common Shares at a price of
$0.0675 per share for aggregate gross
proceeds of up to $750,000.
The net proceeds of the Offering will be used by Metropolitan to
pay a portion of existing debt obligations, to evaluate acquisition
opportunities and for general working capital purposes. The Common
Shares issued pursuant to the Offering will be subject to a hold
period of four months and a day from the closing date in accordance
with the policies of the TSX Venture Exchange (the
"Exchange") and applicable Canadian securities laws.
In connection with the Offering, the Company proposes to pay a
cash finder's fee to certain persons, all in accordance with
Exchange policies.
The Company anticipates that insiders, including directors of
the Company, may participate in the Offering. If insiders
participate in the Offering, the Offering may be a "related party
transaction" under Multilateral Instrument 61-101 – Protection
of Minority Security Holders in Special Transactions.
Closing of the Offering is subject to all requisite regulatory
approvals, including without limitation the approval of the
Exchange.
Forward-looking statements:
Certain statements in this news release are forward-looking
statements, including with respect to the proposed Offering, and
the consolidation of the Company's Common Shares. Forward-looking
statements consist of statements that are not purely historical,
including any statements regarding beliefs, plans, expectations or
intentions regarding the future. Such statements are subject to
risks and uncertainties that may cause actual results, performance
or developments to differ materially from those contained in the
statements. No assurance can be given that any of the events
anticipated by the forward-looking statements will occur or, if
they do occur, what benefits the Company will obtain from them.
These forward-looking statements reflect management's current views
and are based on certain expectations, estimates and assumptions
which may prove to be incorrect. A number of risks and
uncertainties could cause our actual results to differ materially
from those expressed or implied by the forward-looking statements,
as well as other factors beyond the Company's control. Such
other factors include the inability to obtain required regulatory
approvals.
The forward-looking statements contained in this news release
are made as of the date hereof, and the Company undertakes no
obligation to update publicly or revise any forward-looking
statements or information, except as required by law.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this Press Release.
This news release does not constitute an offer to sell or a
solicitation of any offer to buy the Common Shares in the United States. The Common Shares have not
been and will not be registered under the U.S. Securities Act of
1933 and may not be offered or sold in the United States absent registration or an
applicable exemption for the registration requirements of such
Act.
SOURCE Metropolitan Energy Corp.