Press Release
Calgary, Alberta – March 11, 2025 – Westgate Energy Inc. (the “Company” or “Westgate”) (TSX-V: WGT) is pleased to announce that it has entered into a best-efforts agreement with Haywood Securities Inc. (the “Agent”), pursuant to which the Agent has offered to sell, on a “best-efforts agency basis”, up to 40,000,000 units (the “Units”) at a price of $0.15 per Unit (the “Issue Price”) for aggregate gross proceeds to the Company of up to $6.0 million (the “Offering”). Each Unit will be comprised of one common share in the capital of the Company (a “Common Share”) and one common share purchase warrant of the Company (a “Warrant”). Each Warrant will entitle the holder to acquire one Common Share for an exercise price of $0.24 per share for 24 months from the Closing Date (as defined below).
The Company has agreed to grant the Agent an over-allotment option to offer for sale up to an additional 15% of the aggregate number of Units at the Issue Price, exercisable in whole or in part at any time for a period ending 30 days from the Closing Date.
The Units will be offered under the short form base shelf prospectus of the Company dated September 23, 2024 (the “Base Shelf Prospectus”), as supplemented by a shelf prospectus supplement (the “Prospectus Supplement”) to be prepared and filed in each of the provinces of Canada, other than Quebec. The Units will also be offered by way of a private placement in the United States, and in those jurisdictions outside of Canada and the United States which are agreed to by the Company and the Agent, where the Units can be issued on a private placement basis, exempt from any prospectus, registration or other similar requirements.
The Offering is expected to close on or about March 26, 2025 (the “Closing Date”) and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange.
The securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any U.S. state securities laws, and may not be offered or sold in the United States without registration under the U.S. Securities Act and all applicable state securities laws or compliance with the requirements of an applicable exemption therefrom. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
The Company intends to use the net proceeds from the Offering to fund the recently announced acquisition of Mannville Stack focused assets in East-Central Alberta near Frog Lake (the “Strategic Acquisition”) as well as drilling on existing Company lands and the Strategic Acquisition lands.
Access to the Prospectus Supplement, the Base Shelf Prospectus and any amendment to such documents is provided in accordance with securities legislation relating to the procedures for providing access to a shelf prospectus supplement, a base shelf prospectus and any amendment. The Base Shelf Prospectus is, and the Prospectus Supplement will be (within two business days from the date hereof), accessible on SEDAR+ at www.sedarplus.com. An electronic or paper copy of the Prospectus Supplement, Base Shelf Prospectus, and any amendment to such documents may be obtained, without charge, from Haywood Securities Inc., at 808 First Street SW, Suite 400, Calgary, Alberta, T2P 1M9, Attn: Clark Andrews, Head of Energy Investment Banking, or by email at ecm@haywood.com.
For further information, please contact:
WESTGATE ENERGY INC.
Suite 420, 2020 4th Street SW
Calgary, Alberta T2S 1W3
Mr. Nick Grafton
Chief Financial Officer
Phone: (403) 984-6724
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