Oyster Completes CAD$1.3 Million Private Placement

VANCOUVER, BC / ACCESSWIRE / July 25, 2017 / Oyster Oil and Gas Ltd. (“Oyster” or the “Company”) (OY: TSXV, 13L: FSE) is pleased to announce that it has closed its concurrent non-brokered private placements of units (each, a “Unit”) and convertible debentures (the “Convertible Debentures”) for gross proceeds of CAD$1,300,915.

In connection with closing, the Company has issued 300,000 Units, at a price of CAD$0.50 per Unit, for gross proceeds of CAD$150,000. Each Unit consists of one common share of the Company and one transferable common share purchase warrant (each, a “Unit Warrant”). Each Unit Warrant entitles the holder to acquire a further common share at a price of CAD$0.55 for a period of twenty-four months.

The Company has also issued Convertible Debentures in the principal amount of CAD$1,150,915. The Convertible Debentures accrue interest at the rate of 10% per annum, are convertible at the option of the holder into common shares of the Company at a deemed price of the lesser of CAD$0.50 or a 20% discount to the AIM listing offering price of the Company’s common shares, subject to compliance with TSX Venture Exchange minimum pricing policies, and have a term of twelve months, subject to acceleration upon completion of the AIM listing. Accrued interest on the Convertible Debentures may be converted into common shares at a minimum conversion price of not less than the “Market Price” (as defined in the policies of the TSX Venture Exchange) at the time such interest becomes due and payable. Subscribers for Convertible Debentures have also been issued 575,458 detachable common share purchase warrants (each, a “Debenture Warrant”) for every CAD$2.00 of principal Convertible Debentures subscribed for. Each Debenture Warrant entitles the holder thereof to acquire one Common Share at a price of CAD$0.55 until the expiry of the Convertible Debentures.

In connection with the issuance of the Convertible Debentures, the Company has paid a finders’ fee of CAD$4,038 and issued 14,684 share purchase warrants exercisable at a price of CAD$0.55 for a period of twenty-four months to VSA Capital Limited (“VSA”). In connection with the Company’s private placements closed January 25, 2017 and May 10, 2017, the Company also announces that it has obtained approval from the TSX Venture Exchange to pay aggregate finders’ fees of CAD$4,250 and issue 12,500 share purchase warrants to VSA. 4,000 of the warrants are exercisable at CAD$0.20 until January 25, 2019 and 8,500 are exercisable at CAD$0.40 until May 10, 2019.

The Company anticipates receiving additional subscriptions for the private placement of Convertible Debentures, and may complete an additional issuance of Convertible Debentures if and when those subscriptions are received. Any additional issuances of Convertible Debentures are subject to the approval of the TSX Venture Exchange. All securities issued in connection with the private placement of Units and Convertible Debentures, and as finders’ fees to VSA, are subject to a four-month-and-one-day statutory hold period.

Michael Wood, President and Chief Executive Officer of the Company, commented, “Oyster is pleased to have completed this finance closing and as previously announced it is moving towards the completion of an IPO on the AIM market of the London Stock Exchange, which is planned to be completed in the near future.”

About Oyster Oil and Gas Ltd.

Oyster is an upstream oil and gas company with a focus on Eastern Africa. Oyster holds production sharing contracts interests with the Government of Djibouti and the Government of Madagascar. Oyster holds four blocks comprising approximately 3.5 million acres onshore and offshore in Djibouti; and holds a 100% working interest and is the operator of an onshore block located in northwest Madagascar covering approximately 2.8 million acres.

For further information please contact:
Emily Davis, Corporate Secretary
Tel: (604) 628-5616
Fax: (604) 662-7950

This news release does not constitute and the subject matter hereof is not, an offer for sale or a solicitation of an offer to buy, in the United States or to any “U.S. Person” (as such term is defined in Regulation S under the U.S. Securities Act of 1933, as amended (the “1933 Act”)) of any equity or other securities of the Corporation. The securities of the Corporation have not been registered under the 1933 Act and may not be offered or sold in the United States (or to a U.S. Person) absent registration under the 1933 Act or an applicable exemption from the registration requirements of the 1933 Act.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release.

SOURCE: Oyster Oil and Gas Ltd.

ReleaseID: 469709