First Sahara Energy Inc.
CNSX : FSE

First Sahara Energy Inc.

September 10, 2014 08:30 ET

First Sahara Announces Financing

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Sept. 10, 2014) -

NOT FOR DISSEMINATION IN THE UNITED STATES. FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES LAW.

First Sahara Energy Inc. ("First Sahara" or the "Company") (CSE:FSE) announces that it is undertaking a non-brokered private placement of up to $400,000 through the issuance of up to 13,333,333 units at $0.03 per unit (the "Financing"). Each unit consists of one common share in the capital of the Company (a "Common Share") and one Common Share purchase warrant (a "Warrant") entitling the holder to purchase one additional Common Share for $0.05 for a period of 12 months from closing of the Financing. The Company may pay commissions in cash or kind to brokers who assist in completion of the Financing.

In addition to investors that qualify under customary exemptions to the prospectus requirement under Canadian securities laws, including "accredited investors", the Financing will be available to holders of Common Shares of First Sahara as of September 9, 2014 ("Existing Shareholders") resident in certain Canadian jurisdictions. Existing Shareholders will be eligible to purchase Units under the Financing pursuant to the "existing security holder" prospectus exemption recently adopted in all Canadian jurisdictions other than Ontario and Newfoundland. As a result of the adoption of the new instruments, there is no longer a need for an Existing Shareholder to qualify under the "accredited investor" or other exemption in order to participate in the Financing, however Existing Shareholders who do not receive advice regarding the suitability of their investment from a registered investment dealer may not purchase more than $15,000 of securities of the Company under this exemption in any 12 month period.

In the event there is an over subscription of units, the Company reserves the right to either reject subscriptions at its discretion, allocate on a pro rata basis or increase the size of the Financing. It is anticipated that the Financing will be open until October 15, 2014.

The Company applied for and received an exemption from the private placement minimum pricing rules of the Canadian Securities Exchange. Funds from this placement shall be used for general working capital, including the review of possible acquisitions.

FORWARD LOOKING STATEMENTS

This news release contains forward-looking statements. The use of any of the words "anticipate", "continue", "estimate", "expect", "may", "will", "project", "should", "believe" and similar expressions are intended to identify forward-looking statements. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct. This news release includes forward-looking statements with respect to the closing date of the Offering, the applicability of the "existing security holder" to certain subscribers and the use of proceeds. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. These statements speak only as of the date of this news release. Actual results could differ materially from those currently anticipated due to a number of factors and risks including various risk factors discussed in the Company's disclosure documents which can be found under the Company's profile on www.sedar.com and such factors as the Company failing to close the offering, the Units not being eligible for purchase through certain exemptions from the prospectus requirement and failure to complete accretive acquisitions.

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