Junex Inc.
TSX VENTURE : JNX

Junex Inc.

July 03, 2015 09:00 ET

Junex Closes a Portion of Its Private Placement for Proceeds of $5 Million

QUEBEC CITY, QUEBEC--(Marketwired - July 3, 2015) - Junex Inc. (TSX VENTURE:JNX) ("Junex" or the "Company") is pleased to announce that a portion of its previously-announced private placement has closed for an amount of $5,041,122.

This portion of the private placement consists of the issuance of units, each made up of one share and one-half of one common share purchase warrant. Each whole warrant entitles the holder to subscribe for one common share at a price of $1.25 for a period of 24 months and $1.40 for the subsequent 12 months. Of the $5,041,122, $4,707,622.50 was raised through the issuance of flow-through units issued at $1.05 each and $333,499.50 through the issuance of non-flow through units issued at $0.90 each. The Company retained D&D Securities Inc. and Octagon Capital Corp. (the "Agents") to act on its behalf in connection with this portion of the private placement. In consideration of their services, the Company has paid a cash commission of $125,802.37 and issued a total of 139,780 broker's warrants, each entitling the holder to subscribe for one non-flow-thorough unit at price of $0.90 for a period of 24 months.

Junex intends to use the proceeds of the private placement to fund its ongoing exploration activities on the Galt project. All securities issued under the private placement are subject to a hold period of four months from the issuance date.

The remainder of the private placement announced on May 22, 2015 remains subject to completion and is expected to close in mid-July. This portion, which is non-brokered, includes:

  • An amount of $7,500,000 to be raised through the issuance of units at a price of $0.90 each, each unit made up of one share and one-half of one common share purchase warrant. Each whole warrant will entitle the holder to subscribe for one common share at a price of $1.25 for a period of 24 months and $1.40 for the subsequent 12 months.

  • An amount of $2,500,000 to be raised through the issuance of a Series A Debenture and a Series B Debenture, each in the principal amount of $1,250,000 and convertible into common shares at a price of $1.17 per share. The Debentures are also accompanied by a total number of 1,388,888 warrants. Each whole warrant will entitle the holder to subscribe for one common share at a price of $1.25 for a period of 24 months and $1.40 for the subsequent 12 months. Both debentures will mature after five years and bear interest at an annual rate of 12% payable semi-annually. Junex may elect to pay up to 50% of the interest charges in common shares, subject to the approval of the TSX Venture Exchange (the "TSXV"). At the option of the Company, the Series A Debenture will become automatically convertible at market price as soon as the Company obtain a lease to produce petroleum with respect to its Galt project. The Series B Debenture will be redeemable at all times at the Company's option and will become convertible if and when Junex elects to so redeem it.

This private placement remains subject to the filing of customary closing documentation with the TSXV.

About Junex

Junex is a junior oil and gas exploration company that holds exploration rights on approximately 5.2 million acres of land located in the Appalachian basin in the Province of Quebec. In parallel to its exploration efforts in Quebec and expansion of its exploration activities elsewhere, the company operates a drilling services division.

Forward-Looking Statements and Disclaimer

Certain statements in this press release may be forward-looking. Such statements include those with respect to Company's ability to raise funds under the private placement and the use of the proceeds raised thereunder. Although the Company believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurances that its expectations will be achieved. Such assumptions, which may prove incorrect, include the following: (i) Junex will be successful in its efforts to pursue the exploration activities referred to in this news release, (ii) The Agents will fulfill their contractual obligations to complete the portion of the private placement for which it was retained on a "best-efforts" basis, (iii) The Agents and Junex will be successful in their efforts to identify and secure subscribers under the private placement, (iv) the subscribers under the private placement will complete the subscriptions they have agreed to make under their subscription agreements, (v) Junex's management will not identify and pursue other business objectives using the proceeds of the private placement and (vi) the price of oil will remain sufficiently high and the costs of advancing the Company's oil projects sufficiently low so as to permit Junex to implement its business plans in a profitable manner. Factors that could cause actual results to differ materially from expectations include (i) the inability or unwillingness of the subscribers under the private placement or of the Agents to fulfill their contractual obligations, in whole or in part, (ii) the Company's failure to make effective use of the proceeds of the private placement, (iii) the failure of the Company's projects, for technical, logistical, labour-relations or other reasons, (iv) the Company's inability to obtain the necessary regulatory approvals for the private placement, (v) a decrease in the price of oil below what is necessary to sustain the Company's operations, (vi) an increase in the Company's operating costs above what is necessary to sustain its operations, (vii) accidents, labour disputes or the materialization of similar risks, (viii) a deterioration in capital market conditions that prevents the Company from raising the funds it requires on a timely basis and (ix) generally, the Company's inability to develop and implement a successful business plan for any reason. A description of other risks affecting Junex's business and activities appears under the heading "Risks and Uncertainties" on pages 7 to 10 of Junex's 2014 annual management's discussion and analysis, which is available on SEDAR at www.sedar.com.
No assurance can be given that any events anticipated by the forward-looking information in this press release will transpire or occur, or if any of them do so, what benefits that Junex will derive therefrom. In particular, no assurance can be given as to the future financial performance of Junex. Junex disclaims any intention or obligation to update or revise any forward-looking statements in order to account for any new information or any other event, except as required under applicable law. The reader is warned against undue reliance on these forward-looking statements.

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

Contact Information

  • Junex Inc.
    Mr. Peter Dorrins
    President & Chief Executive Officer
    418-654-9661

    Junex Inc.
    Mr. Dave Pepin
    Vice President - Corporate Affairs
    418-654-9661