Razor Energy Corp.
("
Razor”) (TSXV: RZE) in conjunction with FutEra
Power Corp. (“
FutEra”), a wholly owned subsidiary
of Razor, is pleased to announce that it has completed its
previously announced rights offering to eligible holders of Razor’s
common shares (the “
Common Shares”) of record at
the close of business on April 7, 2022. The Rights Offering expired
on May 6, 2022, with the rights trading on the TSX Venture Exchange
(the “
TSXV”) under the symbol “RZE.RT” being
de-listed on that date.
The Rights Offering received support from
Razor’s shareholders with exercise of 67% of the rights available
under the basic subscription privilege and 100% of the Common
Shares available under the additional subscription privilege,
resulting in the issuance of 100% of the Common Shares available
through the Rights Offering.
At closing, Razor issued approximately 1.96
million Common Shares at a price of $2.55 per Common Share for
gross aggregate proceeds of approximately $5.0 million.
Following the closing of the Rights Offering, Razor has
approximately 25.3 Common Shares issued and outstanding.
To the knowledge of Razor, no person became an
insider as a result of the Rights Offering.
The Common Shares issued as a result of the
Rights Offering have been issued on a “flow-through” basis in
respect of Canadian renewable and conservation expense
(“CRCE”) within the meaning of the Income Tax Act
(Canada). CRCE receives tax treatment similar to that of Canadian
exploration expense under Section 66 of the Income Tax Act
(Canada), but is a distinct category for fully deductible
expenditures relating to the start-up of renewable energy and
energy conservation projects. On closing of the Rights Offering,
Razor renounced 100% of the to-be-incurred eligible expenses to the
Rights Offering subscribers which can be deducted from ordinary
income in calculating the subscriber’s liability for income tax.
Razor and its subsidiaries are then committed to incur an amount of
eligible expenses equal to the Rights Offering proceeds prior to
December 31, 2023.
Razor will use the gross proceeds from the
Rights Offering to fund certain eligible expenses yet to be
incurred for our current 21 MW geothermal/natural gas power
project, and eligible expenses on various early stage power
projects including additional geothermal initiatives. Further
details can be found in the Rights Offering Circular of Razor dated
March 31, 2022, a copy of which is available on Razor’s SEDAR
profile at www.sedar.com.
There were no selling fees or commissions paid
in connection with the Rights Offering.
About FutEra
FutEra leverages Alberta’s resource industry
innovation and experience to create transitional power and
sustainable infrastructure solutions to commercial markets and
communities, both in Canada and globally. Currently it is
developing a 21 MW co-produced geothermal and natural gas hybrid
power project in Swan Hills, Alberta.
www.futerapower.com
About Razor
Razor is a publicly traded junior oil and gas
development and production company headquartered in Calgary,
Alberta, concentrated on acquiring, and subsequently enhancing,
producing oil and gas properties primarily in Alberta. Razor’s is
led by experienced management and a strong, committed Board of
Directors, with a long-term vision of growth, focused on efficiency
and cost control in all areas of the business. Razor currently
trades on TSXV under the ticker "RZE".
www.razor-energy.com
For additional information please
contact:
Doug Bailey |
|
Kevin Braun |
President and Chief Executive Officer |
|
Chief Financial Officer |
Razor Energy Corp |
|
FutEra Power Corp |
Executive Director |
|
|
FutEra Power Corp |
|
|
|
|
|
Razor Energy Corp800, 500-5th Ave SWCalgary, Alberta T2P
3L5Telephone: (403) 262-0242 |
READER ADVISORIES
FORWARD-LOOKING STATEMENTS:
This press release contains forward-looking statements. More
particularly, this press release contains statements concerning,
but not limited to, Razor’s use of funds from the Rights Offering.
In addition, the use of any of the words “anticipate”, “believe”,
“intend”, “may”, “is”, “will”, “should”, “expect” and similar
expressions are intended to identify forward-looking
statements.
The forward-looking statements are based on
certain key expectations and assumptions made by Razor, including
but not limited to expectations and assumptions concerning the
continued availability of capital, current legislation, receipt of
required regulatory approvals, the timely performance by
third-parties of contractual obligations, the success of
reactivation, drilling and development activities, the performance
of existing wells, the performance of new wells, Razor’s growth
strategy, general economic conditions, availability of required
equipment and services prevailing commodity prices, price
volatility, price differentials and the actual prices received for
Razor’s products. Although Razor believes that the expectations and
assumptions on which the forward-looking statements are based are
reasonable, undue reliance should not be placed on the
forward-looking statements because Razor 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. Actual results could
differ materially from those currently anticipated due to several
factors and risks. These include, but are not limited to, risks
associated with the oil and gas industry and geothermal electricity
projects in general (e.g., operational risks in development,
exploration and production; delays or changes in plans with respect
to exploration or development projects or capital expenditures;
variability in geothermal resources; as the uncertainty of reserve
estimates; the uncertainty of estimates and projections relating to
production, costs and expenses, and health, safety and
environmental risks), electricity and commodity price and exchange
rate fluctuations, changes in legislation affecting the oil and gas
and geothermal industries and uncertainties resulting from
potential delays or changes in plans with respect to exploration or
development projects or capital expenditures. Please refer to the
risk factors identified in the annual information form and
management discussion and analysis of Razor which are available on
SEDAR at www.sedar.com.
In addition, the effects, risks and impacts
related to geopolitical risk, including the invasion of Ukraine by
Russia and sanctions enacted against Russia in response to the
ongoing conflict, widespread pandemic outbreaks, including the
coronavirus disease (COVID -19), and any related actions taken by
businesses and governments, ongoing results, commodity prices,
industry conditions and activity levels, currency exchange rates,
financial positions or results are unknown at this time and could
cause Razor’s actual results to differ materially from the
forward-looking statements contained herein.
The forward-looking statements contained in this
press release are made as of the date hereof and Razor undertakes
no obligation to update publicly or revise any forward-looking
statements or information, whether as a result of new information,
future events or otherwise, unless so required by applicable
securities laws.
Neither the 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.
Neither the 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 news release.
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