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June 20, 2007
NORDIC ANNOUNCES NEW FLOW-THROUGH OFFERING
WINNIPEG, MB. (June 20, 2007) - Donald Benson, Chairman and Chief Executive Officer of Nordic Oil and Gas Ltd. (“Nordic” or the “Corporation”), today announced the Corporation’s intention to undertake an offering (the “Offering”) by way of a non-brokered private placement, of up to 4,000,000 units (the “Units”) at a price of $0.30 per Unit for aggregate gross proceeds of up to $1,200,000. In this regard, Form 4A has been filed with the TSX Venture Exchange.
Each Unit will consist of one Flow-Through Common Share, within the meaning of the Income Tax Act (Canada), plus one-half of a Share Purchase Warrant (the “Warrant”) of the Corporation. Each full Warrant will entitle the holder to purchase one regular Class A Common Share of the Corporation at a price of $0.40 for a period of two years from the date of issuance. The Flow-Through Shares and the warrants underlying the Units will be subject to a 4-month hold period.
Proceeds from the Offering will be used to fund the Corporation’s initial 2007 drilling program at Joffre, Alberta, Canada, which will consist of one Coal Bed Methane (“CBM”) well, one Viking well and three Belly River wells.
Directors and officers of the Corporation may participate in the Offering. Purchases of Units by a director and/or officer of the Corporation will be a “related party transaction” within the meaning of Policy 5.9 Issuer Bids, Insider Bids, Business Combinations and Related Party Transactions (“Policy 5.9”), but will be exempt from the valuation and minority shareholder approval requirements of Policy 5.9 by virtue of the fact that the fair market value of the consideration for the transaction, insofar as it relates to related parties, will not exceed 25% of the market capitalization of the Corporation.
Commenting on the proposed financing, Mr. Benson stated: “We have a number of drilling initiatives in Joffre, and we especially want to move forward as quickly as possible with the three Belly River, one Viking and one CBM well. These funds will allow us to proceed in the coming weeks.”
In other news, Mr. Benson also stated that Nordic and its industry partner have severed their relationship with the Cote First Nation of Kamsack, Saskatchewan, with respect to the development of oil and gas resources on land owned by Cote First Nation. The Corporation has been waiting for Cote officials to sign the surface lease agreement since August 2006, which would have allowed Nordic onto the land to drill the first test well.
“Unfortunately, this has not happened, and this has led to the Cote First Nation feeling that we have not fulfilled the requirements of the original contract,” Mr. Benson. “This simply is not the case, as we had every intention of drilling this well had we been granted the surface lease, however we could not do so. Rather than pursue legal action, we felt it was in the best interests of both the Corporation and our shareholders to sever our relationship with the Cote First Nation and simply move on to other initiatives.”
In addition, Mr. Benson also stated today that the Corporation had made its first dividend payment with respect to its 2-Year 8% Convertible Debentures issued in December 2006.
About Nordic Oil and Gas Ltd.
Nordic Oil and Gas Ltd. is a junior oil and gas company engaged in the exploration and development of oil, natural gas and Coal Bed Methane in Alberta and Saskatchewan. Nordic Oil and Gas Ltd. presently has seven producing wells in the Joffre area. In addition, it has three Coal Bed Methane wells drilled and cased awaiting tie-in. The Company is listed on the TSX Venture Exchange and trades under the symbol NOG.
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