Not for Distribution in the United States or dissemination through a U.S. newswire service
March 29, 2017 – Vancouver, BC – Renaissance Oil Corp. (the “Company”) (TSX-V: ROE) is pleased to announce it has closed its previously announced brokered private placement pursuant to an agency agreement dated March 29, 2017 (the “Agency Agreement”) between the Company and Haywood Securities Inc. (the “Lead Agent”), Beacon Securities Limited and Canaccord Genuity Corp. (together with the Lead Agent, the “Agents”), for 44,870,000 units (“Units”) (including 4,870,000 Units issued upon exercise of the agents’ option to sell up to an additional 20,000,000 Units at the same price per Unit as the Offering), at a price of C$0.25 per Unit, for aggregate gross proceeds of approximately C$11.2 million (the “Offering”).
Each Unit consists of one common share of the Company and one common share purchase warrant (a “Warrant”). Each Warrant entitles the holder thereof to acquire one common share of the Company at an exercise price of C$0.50 until July 31, 2019. The Warrants were issued pursuant to, and are governed by, a warrant indenture between the Company and Computershare Trust Company of Canada. The Company intends to apply to the TSX Venture Exchange upon expiry of the hold period for the listing of the Warrants.
Pursuant to the Agency Agreement, as compensation for services rendered in connection with the Offering, the Agents will receive a cash commission equal to 6% of the gross proceeds of the Offering, and the Lead Agent will receive 2,092,200 broker warrants (the “Broker Warrants”), equal to 6% of the Units sold under the Offering, excluding in both cases, subscriptions identified and delivered by management or the board of directors of the Company, such orders not to exceed C$2.5 million. Each Broker Warrant will entitle the holder thereof to acquire one unit of the Company (a “Broker Unit”) at a price of C$0.25 until March 29, 2019. Each Broker Unit comprises one common share of the Company and one common share purchase warrant entitling the holder thereof to acquire one additional common share of the Company at a price of C$0.50 until July 31, 2019.
The net proceeds of the Offering will be used to aid in the Company’s ongoing efforts in securing oil and gas rights in Mexico, to fund capital expenditures and for general corporate purposes.
Pursuant to Canadian securities laws, any securities issued in the Offering (including the Broker Warrants and securities issued upon exercise of the Broker Warrants) will be subject to a hold period of four months plus one day from the date of issuance.