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Capital Raise Plan:
We are seeking to raise $20,000,000 US through offer of our common shares or CDSs @ $2.00 US Pre-IPO private placement. Our IPO is expected to open at 2 Euros through our listing partner Renell Bank AG. We have secured an investment commitment through AGS Capital to provide us with a $100 million equity line to fund operations once we become listed on the Berlin Stock Exchange. The common stock to be issued to AGS pursuant to the Investment agreement will be purchased at eight percent (8%) discount to the lowest closing “best bids” price (the highest posted bid) of the common stock during the five consecutive trading days immediately following the date of our notice to AGS of our election to put shares pursuant to the Investment Agreement. AGS has a financial incentive to sell our common stock immediately upon receiving the shares to realize the profit equal to the difference between the discounted price and the market price. This is the price of raising capital.
The Investment Agreement provides that the dollar value that will be permitted to put to AGS will be up to $15 million every 15 days. If the average daily trading volume in our common stock is to low, it is possible that we would only be permitted to exercise a put for smaller tranches of funding which may not provide adequate funding for our planned operations.
Our Chief Investment Officer will also raise capital from other institutional investors through both equity and debt and has secured commitments from those investors to invest once the company is listed on the Berlin Exchange.
We are Canadian Depository System (CDS) approved and may sell Canadian Depository Receipts outside the US to raise capital from investors.
Use of Funds:
We intent to use the proceeds in this offering for acquisition of oil and gas assets, operating capital and reduction of existing debt
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