/NOT FOR DISSEMINATION IN THE UNITED STATES/
VANCOUVER, BC, Dec. 6, 2024
/CNW/ - TAG Oil Ltd. (TSXV: TAO) (OTCQX: TAOIF) and (FSE:
T0P) ("TAG Oil" or the "Company") is pleased to
announce the closing of its public offering (the "Offering")
of units of the Company (the "Units") at a price of
$0.17 per Unit for aggregate gross
proceeds of $6,815,963. The Offering
was led by Research Capital Corporation as the lead agent and sole
bookrunner, on behalf of a syndicate of agents, including Beacon
Securities Limited, Canaccord Genuity Corp., Haywood Securities
Inc., Ventum Financial Corp., and Tennyson Securities
(collectively, the "Agents").
Each Unit is comprised of one common share of the Company
("Common Share") and one Common Share purchase warrant (a
"Warrant"). Each Warrant shall be exercisable to acquire one
Common Share (a "Warrant Share") at an exercise price equal
to $0.25 per Warrant Share until
December 6, 2026.
The Company intends to use the net proceeds of the Offering to
advance appraisal and development activities in the Western Desert,
Egypt, at both the Badr Oil Field
and strategic new 512,000-acre concession (the "Strategic
Acquisition") and for working capital and general corporate
purposes.
The Company plans to also complete a third-party resource
report on the Strategic Acquisition of the large acreage
position in Egypt that is in the
process of being acquired. The agreement contemplates standard
farm-in terms and is subject to certain conditions and other
regulatory approvals, including approval of the TSX Venture
Exchange, if required.
TAG Oil continues to investigate potential strategic joint
venture opportunities and partnerships within the Middle East North
Africa region in general and Egypt
in particular.
The Company filed a final short form prospectus (the
"Prospectus") in all provinces of Canada, except Québec, pursuant to National
Instrument 44-101 – Short Form Prospectus Distributions to
qualify for distribution the Units offered pursuant to the
Offering. Copies of the Prospectus and documents incorporated by
reference therein are available electronically on SEDAR+
(www.sedarplus.ca).
Certain members of management, directors and insiders of the
Company participated in the Offering, acquiring an aggregate of
10,461,000 Units for gross proceeds of $1,778,370. Participation by the directors and
officers in the Offering was considered a "related party
transaction" pursuant to Multilateral Instrument 61- 101 –
Protection of Minority Security Holders in Special
Transactions ("MI 61-101"). The Company was exempt from
the requirements to obtain a formal valuation or minority
shareholder approval in connection with the insiders' participation
in the Offering in reliance on sections 5.5(a) and 5.7(1)(a) of MI
61-101 in that the fair market value (as determined under MI
61-101) of the consideration for securities of the Company to be
issued to related parties does not exceed 25% of the Company's
market capitalization (as determined under MI 61-101).
The Company has granted the Agents an option, exercisable in
whole or in part, at the sole discretion of the Agents, at any
time, from time to time, for a period of 30 days from and including
the closing of the Offering, to purchase from the Company up to an
additional 15% of the Units sold under the Offering, and/or the
components thereof, on the same terms and conditions of the
Offering to cover over-allotments, if any, and for market
stabilization purposes.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy any of securities in the United States. The securities have not
been and will not be registered under the U.S. Securities Act or
any state securities laws and may not be offered or sold within
the United States or to U.S.
Persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
About TAG Oil Ltd.
TAG Oil (http://www.tagoil.com/) is a Canadian based
international oil and gas exploration company with a focus on
operations and opportunities in the Middle East and North Africa.
Website: http://www.tagoil.com/
LinkedIn: https://www.linkedin.com/company/tag-oil-ltd
X: https://twitter.com/tagoilltd
Neither the TSX-V nor its Regulation Services Provider (as
that term is defined in the policies of the TSX-V) accepts
responsibility for the adequacy or accuracy of this
release.
Forward-Looking Statements
This news release includes certain statements and information
that constitute forward-looking information within the meaning of
applicable Canadian securities laws. All statements in this news
release, other than statements of historical facts are
forward-looking statements. Such forward-looking statements and
forward-looking information specifically include, but are not
limited to, statements that relate to the timing in respect
thereof, the use of proceeds of the Offering, timely receipt of all
necessary approvals, including the approval of the TSX Venture
Exchange and the proposed completion of a third party resource
report.
Statements contained in this release that are not historical
facts are forward-looking statements that involve various risks and
uncertainty affecting the business of TAG Oil. Such statements can
generally, but not always, be identified by words such as
"expects", "plans", "anticipates", "intends", "estimates",
"forecasts", "schedules", "prepares", "potential" and similar
expressions, or that events or conditions "will", "would", "may",
"could" or "should" occur. All statements that describe the
Company's plans relating to operations and potential strategic
opportunities are forward-looking statements under applicable
securities laws. These statements address future events and
conditions and are reliant on assumptions made by the Company's
management, and so involve inherent risks and uncertainties, as
disclosed in the Company's periodic filings with Canadian
securities regulators. As a result of these risks and
uncertainties, and the assumptions underlying the forward-looking
information, actual results could materially differ from those
currently projected, and there is no representation by TAG Oil that
the actual results realized in the future will be the same in whole
or in part as those presented herein. TAG Oil disclaims any intent
or obligation to update forward-looking statements or information
except as required by law. Readers are referred to the additional
information regarding TAG Oil's business contained in TAG Oil's
reports filed with the securities regulatory authorities in
Canada. Although the Company has
attempted to identify important factors that could cause actual
actions, events, or results to differ materially from those
described in forward-looking statements, there may be other factors
that could cause actions, events or results not to be as
anticipated, estimated or intended. For more information on TAG Oil
and the risks and challenges of its business, investors should
review TAG Oil's filings that are available
at www.sedarplus.ca.
TAG Oil provides no assurance that forward-looking statements
and information will prove to be accurate, as actual results and
future events could differ materially from those anticipated in
such statements or information. Accordingly, readers should not
place undue reliance on forward-looking statements or
information.
Exploration for hydrocarbons is a speculative venture
necessarily involving substantial risk. The Company's future
success in exploiting and increasing its current reserve base will
depend on its ability to develop its current properties and on its
ability to discover and acquire properties or prospects that are
capable of commercial production. However, there is no assurance
that the Company's future exploration and development efforts will
result in the discovery or development of additional commercial
accumulations of oil and natural gas.
SOURCE TAG Oil Ltd.