December 15, 2004
NORDIC OIL AND GAS LTD. ANNOUNCES
FIRST CLOSING OF PRIVATE PLACEMENT OFFERING
WINNIPEG, MB. (December 15, 2004) - Mr. Donald Benson, Chairman and Chief Executive Officer of Nordic Oil and Gas Ltd. (the "Corporation"), today announced the first closing of the private placement offering of the Corporation (the "Offering") of up to 2,272,727 units of the Corporation. The Corporation issued 1,914,591 Units (the "Units") at a price of $0.44 per Unit for aggregate gross proceeds of $842,420.04 to subscribers resident in the Provinces of British Columbia, Alberta, Saskatchewan and Manitoba. Each Unit consisted of one Class A common share of the Corporation issued as a "flow-through share" within the meaning of the Income Tax Act (Canada) (a "Flow-Through Share"), and one share purchase warrant (a "Warrant") which entitles the holder thereof to purchase one regular Class A common share of the Corporation at a price of $0.75 for a period of one year from the date of issuance. The Flow-Through Shares and Warrants (and any Class A common shares issuable upon exercise of the Warrants) are restricted from transfer for a period of four months in accordance with applicable securities law and the policies of the TSX Venture Exchange.
Wellington West Capital Inc. ("Wellington"), an independent investment dealer with offices across Canada, acted as lead agent to the Corporation with respect to the Offering and was paid a fee of $58,969.40. Wellington paid a portion of its fee to First Associates Investments Inc. who assisted with the Offering. The Corporation also issued 134,021 broker warrants to Wellington and First Associates Investments Inc., each broker warrant entitling the holder thereof to purchase one common share of the Corporation at a price of $0.44 for a period of one year from the date of issuance.
"This financing will, among other things, allow us to build on our recent activities at our properties in Joffre, Alberta and Preeceville, Saskatchewan, and will advance the timetable for our development and drilling programs in both regions," stated Mr. Benson.
The closing of the Offering is subject to the final approval of the TSX Venture Exchange.
Nordic Oil and Gas Ltd. is listed on the TSX Venture Exchange (TSXV: NOG).
The TSX Venture Exchange has neither approved nor disapproved the contents of this release.
For additional information, contact:
Donald Benson
Chairman & CEO
Nordic Oil & Gas Ltd.
Tel: 204-956-5042
Fax: 204-897-7154
E-mail: dbenson57@shaw.ca