United Hunter Oil & Gas Corp.
TSX VENTURE : UHO

United Hunter Oil & Gas Corp.

July 27, 2016 15:39 ET

United Hunter Oil & Gas Corp. Enters Into Purchase Agreement With Due South Energy, Ltd.

VANCOUVER, BRITISH COLUMBIA--(Marketwired - July 27, 2016) - United Hunter Oil & Gas Corp. (TSX VENTURE:UHO) (the "Corporation") is pleased to announce the signing of a binding and exclusive investment agreement (the "Agreement"), whereby the Corporation will acquire certain assets from Due South Energy Limited ("Due South"), a London, England based energy company that specializes in the development of solar energy projects worldwide.

Pursuant to the Agreement (the "Acquisition"), the Corporation will acquire an interest in one advanced and several potential renewable energy projects located in Africa and the Middle East.

The principal terms of the Acquisition are as follows:

  1. The Corporation will acquire a one third equity interest in a newly formed entity in Dubai, which will own 100% of a renewable energy project slated for development in the Republic of Sudan. Multiple agreements have been entered into by Due South in the Republic of Sudan, including a 400MW photovoltaic Solar Development Agreement between the Ministry of Water Resources and Electricity of the Republic of Sudan and Due South, signed on February 11, 2016.
  1. The Corporation will acquire 100% of Due South's assets related to potential, prospective or conceptual renewable energy projects located in multiple countries in the Middle East and Northern Africa, including all other intellectual property, proposed contracts, memorandums of understanding, equipment and plans to develop, build and maintain large scale ground mounted solar photovoltaic projects.
  1. The Corporation will pay a purchase price of GBP400,000 for the one third interest in the Dubai entity and will have the right to appoint one third of the board members. The Corporation will issue 2,000,000 common shares in the capital of the Corporation (each a "Common Share") to Due South at the closing of the Acquisition for all of the other assets to be acquired by the Corporation pursuant to the Agreement.

The Acquisition is expected to close on or about September 30, 2016, or such other date as is mutually agreed upon by the parties, and is subject to a number of conditions, including: (i) the negotiation and completion of final documentation; (ii) the completion of a sufficient financing transaction by the Corporation (the terms of which will be disclosed in a separate news release); (iii) all necessary third party approvals, including the approval of the TSX Venture Exchange (the "TSX-V"); and (iv) other standard conditions precedent that are customary for transactions of a similar nature. The Corporation may advance certain funds to Due South prior to the closing of the Acquisition as secured debt at market interest rates to facilitate the completion of the Acquisition.

Following the completion of the Acquisition, the current Chief Executive Officer of Due South, Steven Edwards ("Mr. Edwards"), will become the President of the Corporation and focus specifically on the solar power segment of the business. The current Chief Executive Officer of the Corporation, Timothy Turner ("Mr. Turner"), will continue to oversee the Company's broader direction in the energy arena, including the oil and gas segment. Mr. Edwards currently resides in England.

Mr. Turner, Chief Executive Officer of the Corporation, commented: "Our goal from the start of our tenure has been to review significant opportunities for the Corporation and also to expand and diversify our operations and holdings, and this acquisition, in such an exciting sector of the energy industry, has the potential to meet or exceed our short-term and long-term business objectives. We could not be more delighted that Mr. Steven Edwards will be joining us and bringing the significant resources that his team has developed in this field to the Corporation."

About the Corporation

United Hunter Oil & Gas Corp. (www.unitedhunteroil.com) is a Canadian based corporation with management experienced in the oil and gas industry with projects in California. United Hunter Oil & Gas Corp. is publicly traded on the TSX-V (TSX VENTURE:UHO). The Corporation's public filings may be found at www.sedar.com.

Certain statements contained in this press release constitute "forward-looking statements", as such term is used in applicable Canadian and US securities laws. These statements relate to analyses and other information that are based upon forecasts of future results, estimates of amounts not yet determinable and assumptions of management. These forward-looking statements include, among others, statements with respect to the Corporation's objectives and goals, and strategies to achieve those objectives and goals, as well as statements with respect to the Corporation's beliefs, plans, objectives, expectations, anticipations, estimates and intentions. Completion of the Acquisition is subject to a number of conditions, some of which are described above. There can be no assurance that the Acquisition will be completed as proposed or at all.

Forward-looking statements are made based on management's beliefs, estimates and opinions on the date the statements are made. Except as expressly required by applicable securities laws, the Corporation does not undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this document are expressly qualified by this cautionary statement. The Corporation's business is subject to various risks that are discussed in its filings on the System for Electronic Document Analysis and Retrieval (SEDAR).

The TSX-V has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

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