Petroteq Announces Special Shareholders’ Meeting and Proposed Issuance of Securities
NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES AND DOES NOT CONSTITUTE AN OFFER OF THE SECURITIES DESCRIBED HEREIN.
SHERMAN OAKS, Calif., Sept. 26, 2018 (GLOBE NEWSWIRE) -- Petroteq Energy Inc. (the “Company”) (TSXV:PQE; OTC:PQEFF; FSE: PQCF), a fully integrated oil and gas company, is pleased to announce that it has called a special meeting (the “Meeting”) of shareholders to be held on November 23, 2018 for the principal purpose of seeking shareholder approval for a consolidation of its issued and outstanding common shares (the “Common Shares”) on the basis of one (1) post-consolidation Common Share for up to five (5) pre-consolidation Common Shares (the “Consolidation”). As announced on July 12, 2018, the Company has submitted its formal application to list the Common Shares in the U.S. on the NASDAQ Capital Market. The board of directors of the Company seeks to complete the Consolidation in order to meet the minimum bid price initial listing requirement for the NASDAQ Capital Market. While the Company is hopeful that the recent launch of its extraction plant in Utah and its efforts of expanding into other geographic areas that have substantial oil-sands reserves will drive its current price per share up organically, the proposed Consolidation is intended to ensure the Company meets one of the NASDAQ Capital Market’s listing requirements. Petroteq anticipates that its Common Shares will meet the minimum closing price requirements to list on the Nasdaq Capital Markets, which vary between US $2, 3 or 4 depending on a number of other listing requirements required to be met by the Company for its initial listing on the Nasdaq Capital Market. Additional information relating to the proposed Consolidation, and any other matters to be brought forth at the Meeting, will be included in the management information circular of the Company, which will be available on SEDAR at www.sedar.com approximately 21 days prior to the Meeting. The Consolidation is subject to shareholder and regulatory approval, including the approval of the TSX Venture Exchange. Acceptance for the listing the Common Shares is subject to approval, in part, based on the Company's ability to meet minimum listing requirements for the Nasdaq Capital Market. While the Company intends to satisfy all of the applicable listing criteria, no assurance can be given that its application will be approved. During the NASDAQ review process, the Common Shares will continue to trade in the U.S. on the OTC under its current symbol, PQEFF; in Canada on the TSX Venture Exchange under its symbol PQE; and in certain German markets in Frankfurt, Munich and Berlin under the symbol PQCF (WKN # A2DYWC).
The Company also announces the receipt of irrevocable subscriptions from nine arm’s length parties for an aggregate of 833,269 common shares of the Company at US$0.98 per share and 520,408 common share purchase warrants, for gross proceeds of an aggregate US$816,605. The foregoing consists of (i) 312,861 common shares at US$0.98 per share; (ii) 10,204 units at US$0.98 per unit, with each such unit consisting of one common share, and one warrant, with each warrant entitling the holder thereof to acquire an additional common share at US$1.50 per share until the date that is 24 months from the date of issuance; and (iii) 510,204 units at US$0.98 per unit, with each such unit consisting of one common share, and one warrant, with each warrant entitling the holder thereof to acquire an additional common share at US$1.35 per share until the date that is 24 months from the date of issuance. Closing of the subscriptions is subject to approval of the TSX Venture Exchange and the directors of the Company. The net proceeds will be used by the Company for use on its extraction technology in Asphalt Ridge, Utah, for potential acquisitions of new oil sands resources, and for working capital. All securities issued pursuant to the subscriptions will be subject to a four month hold period from the date of issuance.
About Petroteq Energy Inc.
Petroteq is a fully integrated oil and gas company focused on the development and implementation of a new proprietary technology for oil extraction. The Company has an environmentally safe and sustainable technology for the extraction of heavy oils from oil sands, oil shale deposits and shallow oil deposits. Petroteq is engaged in the development and implementation of its patented environmentally friendly heavy oil processing and extraction technologies. Our proprietary process produces zero greenhouse gas, zero waste and requires no high temperatures. Petroteq is currently focused on developing its oil sands resources and expanding production capacity at its Asphalt Ridge heavy oil extraction facility located near Vernal, Utah. In addition, the Company, through its wholly owned subsidiary PetroBLOQ, LLC, is seeking to develop the first blockchain based platform created exclusively for the supply chain needs of the oil & gas sector. For more information, visit www.Petroteq.energy and PetroBLOQ.com.
Certain statements contained in this press release contain forward-looking statements within the meaning of the U.S. and Canadian securities laws. Words such as “may,” “would,” “could,” “should,” “potential,” “will,” “seek,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “expect” and similar expressions as they relate to the Company, including: closing of the above noted transactions; completion of the Consolidation; listing on Nasdaq; and the Company successfully developing block chain technology for the oil and gas industry and the anticipated benefits of such technology, are intended to identify forward-looking information. Readers are cautioned that there is no certainty that it will be commercially viable to produce any portion of the resources. All statements other than statements of historical fact may be forward-looking information. Such statements reflect the Company’s current views and intentions with respect to future events, based on information available to the Company, and are subject to certain risks, uncertainties and assumptions. Material factors or assumptions were applied in providing forward-looking information, including: receipt of approval of the TSX Venture Exchange and the directors of the Company for the transactions; closing conditions being met; shareholder and regulatory/stock exchange approval of the Consolidation; the Company meeting all of the listing requirements of Nasdaq; Nasdaq approving the listing of the Common Shares; and PetroBLOQ successfully developing and implementing a blockchain-based supply chain management system. While forward-looking statements are based on data, assumptions and analyses that the Company believes are reasonable under the circumstances, whether actual results, performance or developments will meet the Company’s expectations and predictions depends on a number of risks and uncertainties that could cause the actual results, performance and financial condition of the Company to differ materially from its expectations. Petroteq’s proprietary solvent based extraction technology is unproven to produce on a commercial basis 1,000/bpd. Commercial production of 1,000/bpd at its existing plant is unproven and expansion at the existing plant or a new larger plant is subject to financing, development and testing to prove it is achievable and commercial. Certain of the “risk factors” that could cause actual results to differ materially from the Company’s forward-looking statements in this press release include, without limitation: uncertainties inherent in the estimation of resources including whether any reserves will ever be attributed to the Company’s properties; since the Company’s extraction technology is proprietary, not widely used in the industry, and has not been used in consistent commercial production, the Company’s bitumen resources are classified as a contingent resource, because they are not currently considered to be commercially recoverable; full scale commercial production may engender public opposition; the Company cannot be certain that the bitumen resources will be economically producible and thus cannot be classified as proved or probable reserves in accordance with applicable securities laws; PetroBLOQ not having the expertise and/or funds necessary to develop and implement a blockchain-based supply chain management system; PetroBLOQ not being able to develop the blockchain technology to completion; blockchain technology not being adopted by the oil and gas industry; changes in laws or regulations; the ability to implement business strategies or to pursue business opportunities, whether for economic or other reasons; status of the world oil markets, oil prices and price volatility; oil pricing; state of capital markets and ability by the Company to raise capital; litigation; the commercial and economic viability of the Company’s oil sands hydrocarbon extraction technology, and other proprietary technologies developed or licensed by the Company or its subsidiaries, which are of experimental nature and have not been used at full capacity for an extended period of time; reliance on suppliers, contractors, consultants and key personnel; the ability of the Company to maintain its mineral lease holdings; potential failure of the Company’s business plans or model; the nature of oil and gas production and oil sands mining, extraction and production; uncertainties in exploration and drilling for oil, gas and other hydrocarbon-bearing substances; unanticipated costs and expenses, availability of financing and other capital; potential damage to or destruction of property, loss of life and environmental damage; risks associated with compliance with environmental protection laws and regulations; uninsurable or uninsured risks; potential conflicts of interest of officers and directors; and other general economic, market and business conditions and factors, including the risk factors discussed or referred to in the Company’s disclosure documents, filed with the securities regulatory authorities in certain provinces of Canada and available at www.sedar.com.
Should any factor affect the Company in an unexpected manner, or should assumptions underlying the forward-looking information prove incorrect, the actual results or events may differ materially from the results or events predicted. Any such forward-looking information is expressly qualified in its entirety by this cautionary statement. Moreover, the Company does not assume responsibility for the accuracy or completeness of such forward-looking information. The forward-looking information included in this press release is made as of the date of this press release, and the Company undertakes no obligation to publicly update or revise any forward-looking information, other than as required by applicable law.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Petroteq Energy Inc.
Executive Chairman & Founder
Source: Petroteq Energy Inc.
Released September 26, 2018