/THIS NEWS RELEASE IS NOT FOR DISSEMINATION OR
DISTRIBUTION IN THE UNITED STATES OF
AMERICA TO UNITED
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CALGARY, Feb. 9, 2017 /CNW/ - Questerre Energy Corporation
("Questerre" or the "Company") (TSX,OSE:QEC) is pleased to announce
that it intends to complete a private placement directed towards
Norwegian and international institutional investors (the "Private
Placement").
The Company intends to use the net proceeds from the Private
Placement to strengthen its working capital, partially financing
its ongoing Montney capital
program and the preliminary work for its planned pilot Utica development project in the St. Lawrence
Lowlands, Quebec.
The Private Placement will consist of the issuance of up to 30.8
million Common Shares of the Company. The Private Placement will be
priced in the context of the market and will be carried out through
an accelerated book building process that will close on or before
08:00 (CET) on February 10, 2017. The
minimum subscription and allocation is for Common Shares with an
aggregate purchase price equivalent to EUR
100,000. Payment for the new shares is expected to be on or
about February 16, 2017. The Company
with the Managers (defined below) reserves the right to close or
extend the application period at any time at their sole discretion.
The result of the Private Placement is expected to be announced
prior to the start of stock exchange trading on Oslo Børs ("OSE")
on February 10, 2017.
The Private Placement is subject to receipt of all requisite
approvals, including the approval by the Toronto Stock Exchange.
The Common Shares issued are subject to certain resale restrictions
in Canada and cannot be traded in
Canada or to the benefit of a
Canadian resident for four months and a day from the distribution
date. The Private Placement is completed in reliance on exemptions
from the Prospectus Directive (Directive 2003/71 EC as amended by
Directive 2010/73 EU). The Common Shares issued under the Private
Placement will be tradeable on OSE from delivery to
subscribers.
Pareto Securities AS and Swedbank (together the "Managers") have
been appointed as managers and bookrunners in connection with the
Private Placement.
Pursuant to the requirements of the Financial Supervisory
Authority of Norway, the Company
intends to file a supplement to its prospectus dated January 20, 2017 to reflect the terms of the
Private Placement and the update on its shale gas resources in
Quebec as reported in its press
release dated February 8, 2017.
Questerre is leveraging its expertise gained through early
exposure to shale and other non-conventional reservoirs. The
Company has base production and reserves in the tight oil
Bakken/Torquay of southeast
Saskatchewan. It is bringing on production from its lands in
the heart of the high-liquids Montney shale fairway. It is a leader on
social license to operate issues for its Utica shale gas discovery in the St. Lawrence
Lowlands, Quebec. It is pursuing
oil shale projects with the aim of commercially developing these
massive resources.
Questerre is a believer that the future success of the oil and
gas industry depends on a balance of economics, environment and
society. We are committed to being transparent and are respectful
that the public must be part of making the important choices for
our energy future.
Advisory Regarding Forward-Looking Statements
This press release contains forward-looking statements and
forward-looking information (collectively "forward-looking
statements") within the meaning of applicable securities laws. In
particular and without limitation, this news release contains
forward-looking statements concerning: the Company's ongoing
Montney capital program, its
planned pilot development project in the St. Lawrence Lowlands,
Quebec, the size, pricing and
completion of the Private Placement and the timing thereof, the
filing of a prospectus supplement, the use of the net proceeds of
the Private Placement and the Company's pursuit of shale projects
for commercial development. Forward-looking statements typically
uses words such as "anticipate", "believe", "project", "expect",
"goal", "plan", "intend" or similar words suggesting future
outcomes, statements that actions, events or conditions "may",
"would", "could" or "will" be taken or occur in the future.
Forward-looking statements are based on a number of material
factors, expectations or assumptions of the Company which have been
used to develop such statements and information but which may prove
to be incorrect, including the satisfaction of all conditions to
the closing of the Private Placement and on the time frame
contemplated. Although the Company believes that the expectations
reflected in these forward-looking statements are reasonable, undue
reliance should not be placed on them because the Company can give
no assurance that they will prove to be correct. Since
forward-looking statements address future events and conditions, by
their very nature they involve inherent risks and uncertainties,
including but not limited to: failure to obtain, in a timely
manner, regulatory, stock exchange and other required approvals in
connection with the Private Placement, the Company's pilot project
and the prospectus supplement. Additional information regarding
some of these risks, expectations, assumptions and other factors
may be found in the Company's Annual Information Form and
Management's Discussion and Analysis prepared for the year ended
December 31, 2015. The reader is
cautioned not to place undue reliance on these forward-looking
statements. The forward-looking statements contained in this news
release are made as of the date hereof and the Company undertakes
no obligations to update publicly or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise, unless so required by applicable securities laws.
SOURCE Questerre Energy Corporation