Manitok Energy Inc. (“Manitok” or the “Corporation“) (TSX VENTURE:MEI) is pleased to announce that on December 30, 2015, Manitok has closed the first tranche of its previously announced best-efforts private placement offering of common shares (the “Common Shares“) in the capital of Manitok issued at a price of $0.13 per Common Share and Common Shares (“Flow-through Shares” and together with the Common Shares, the “Offered Shares“) issued on a “flow-through” basis in respect of Canadian exploration expense under the Income Tax Act (Canada) at a price of $0.15 per Flow-through Share (the “Brokered Private Placement“).
In connection with the Brokered Private Placement, Manitok has entered into an agency agreement dated effective as of December 22, 2015 with a syndicate of agents (the “Agents“) co-led by Integral Capital Markets, a division of Integral Wealth Securities Limited and GMP Securities L.P., with a syndicate including Dundee Securities Inc., National Bank Financial Inc. and Canaccord Genuity Group Inc., whereby Manitok has agreed to pay the Agents a fee equal to: (a) 2.5% of the aggregate gross proceeds received from certain existing shareholders; (b) 6.0% of the aggregate proceeds received from new investors and retail investors; plus (c) that number of broker warrants equal to 2.0% of the total number of Offered Shares sold under the Brokered Private Placement.
Manitok is pleased to announce it has closed 23,766,831 Common Shares and 34,768,800 Flow-through Shares under the Brokered Private Placement.
Manitok is also pleased to announce it has closed a concurrent non-brokered private placement of 310,700 Flow-through Shares (the “Non-Brokered Private Placement” and together with the Brokered Private Placement, the “Offering“). No commissions or finder’s fees were payable by Manitok in connection with the first tranche of the Non-Brokered Private Placement.
Manitok issued an aggregate of 23,766,831 Common Shares and 35,079,500 Flow-through Shares under the first tranche of the Offering, resulting in aggregate gross proceeds to Manitok of $8,351,613. The second and final tranche of the Offering is expected to close on or about January 15, 2015. The maximum aggregate gross proceeds of the Offering is $20,000,000.
The proceeds from the Offering of the Common Shares will be used by Manitok to reduce its bank debt, for Manitok’s 2016 capital program and for general corporate purposes. The proceeds from the Offering of the Flow-through Shares will be used by Manitok to earn eligible Canadian exploration expenses. Manitok does not intend to use the net proceeds from the first tranche closing of the Offering until the final tranche of the Offering has been completed.
As previously announced and in conjunction with the second closing of the equity financing, Manitok’s credit facility will be revised to $60 million in January 2016. The previously reported $10 million payment in March 2016 and $20 million payment in May 2016 will no longer be required. The credit facility will be up for a customary review in June 2016.
Completion of the Offering will be subject to a number of conditions, including, without limitation, receipt of all regulatory approvals, including approval of the TSX Venture Exchange, Manitok obtaining from its lender, approval for certain amendments to its existing credit facility, including certain extension and reduction in the existing principal repayment schedule. All of the securities issued in connection with the Offering are subject to a four-month hold period under applicable Canadian securities laws.