Newton Energy Corporation

TSX VENTURE : NTN


Newton Energy Corporation

August 28, 2013 18:32 ET

Newton Energy Corporation Announces Proposed Private Placement, the Entering into of an Option to Lease Agreement on the Belvoir Prospect and a Corporate Update

CALGARY, ALBERTA--(Marketwired - Aug. 28, 2013) - Newton Energy Corporation (TSX VENTURE:NTN) (the "Company" or "Newton") announces that it plans to complete a non-brokered private placement of up to 23,000,000 units (the "Units") of Newton at a price of $0.01 per Unit for aggregate gross proceeds of up to $230,000 (the "Offering"). Each Unit will be comprised of one common share ("Common Share") and one-half of one share purchase warrant ("Warrant") of the Company. Each whole Warrant will entitle the holder thereof to acquire an additional Common Share at a price of $0.05 per Common Share for the first twelve months following the closing of the Offering and at a price of $0.10 per Common Share for the subsequent four year period. The Warrants will expire five years from the date of issuance.

The proceeds of the Offering will be used to make land lease obligations and outstanding payables. Completion of the Offering is subject to regulatory approval including, but not limited to, the approval of the TSX Venture Exchange Inc. The securities issued will be subject to a four month hold period from the date of the closing of the Offering.

Newton is also pleased to announce that it has entered into an option to lease agreement (the "Option Agreement") between Newton Energy UK Limited ("Newton UK"), a wholly owned UK subsidiary of the Company and an arm's length third party (the "Landlord") dated August 13, 2013 (the "Effective Date"). The option (the "Option") terminates on August 12, 2016 (the "Option Period"). Pursuant to the Option Agreement, Newton UK has, during the Option Period, the exclusive right to enter into and upon certain lands in the area of Redmile, Leicestershire (the "Land") to carry out and undertake any land surveys, soil surveys, archaeological surveys, ecological surveys, typographical surveys, condition surveys, noise surveys and such other investigations as Newton UK may require in order to make an application to the local planning authority for permission (the "Planning Application") to construct a Petroleum wellsite and to explore and test reserves of Petroleum on the Land. The Planning Application is subject to prior review and comment of the Landlord. As consideration for the Option, Newton UK paid to the Landlord an option fee.

In the event that Newton UK exercises the Option during the Option Period it will have the right to lease the Land from the Landlord for a period of three (3) years, following which Newton UK has an option to take an additional twenty five (25) year lease in consideration for the payment a fixed rent for the first three (3) years of the term and then such rent as may be payable under the terms of the definitive lease agreement (the "Lease Agreement") to be entered into between Newton UK and the Landlord at the time the Option is exercised.

Newton also announces the resignation of Steve Engwall as a director of the Company. The board of directors would like to thank Mr. Engwall for his service to the Company and wish him every success in his future endeavors.

About Newton

Newton holds UK East Midlands assets and is an emerging exploration and production company. Newton is in discussions with several potential partners to facilitate field appraisal and development of the Belvoir Prospect.

ADVISORY

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.

This news release may contain certain forward-looking information and statements, including without limitation, statements pertaining to receipt of regulatory approval of the Offering and the exercise of the Option. Statements included herein, other than statements of historical fact, including, are forward-looking information and such information involves various risks and uncertainties. There can be no assurance that such information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such information. A description of assumptions used to develop such forward-looking information and description of risk factors that may cause actual results to differ materially from forward-looking information can be found in Newton's disclosure documents on the SEDAR website at www.sedar.com. Newton does not undertake to update any forward-looking information except in accordance with applicable securities laws.

Contact Information

  • Newton Energy Corporation
    Merv Chia
    CEO and Executive Chairman
    merv.chia@newtonenergy.ca

    Newton Energy Corporation
    Art Bray
    CFO
    art.bray@newtonenergy.ca

    Newton Energy Corporation
    Suite 200, 638-11th Avenue SW
    Calgary, Alberta T2R 0E2
    1 403 410-3822
    1 403 410-3854 (FAX)