NXT Announces Closing of Private Placement of Convertible Debentures

CALGARY, Alberta, Jan. 12, 2024 (GLOBE NEWSWIRE) -- NXT Energy Solutions Inc. ("NXT" or the "Company") (TSX: SFD; OTCQB: NSFDF) is pleased to announce the closing of the private placement of convertible debentures that was previously announced on November 9, 2023 (the “Debentures”) for a total of US$1,872,000 (approximately CAD$2,542,000). The Debentures are convertible into common shares in the capital of NXT (the “Common Shares”) at a conversion price of US$0.1808 (approximately CAD$0.25) per Common Share, which provides the subscribers with the right to obtain an aggregate of up to 10,353,982 Common Shares. Any Common Shares issued upon the conversion of the respective Debentures will be subject to a hold period of four months plus a day from the date of issuance of the Debenture being so converted.

Insiders were issued Debentures valued, in the aggregate principal amount, at US$1,522,000 (Approximately CAD$2,075,000) Debentures or (81.3%) of the value of the total Debentures issued. The Company has issued an aggregate principal amount of US$1,375,000 (approximately CAD$1,882,000) of the Debentures to MCAPM, LP and Michael P. Mork (“Mork Capital”). Mork Capital will now have the right to obtain an additional 7,605,088 Common Shares upon the conversion of their Debentures. However, due to the current shareholdings of Mork Capital in NXT, no conversion of Mork Capital’s Debentures can occur until approval of NXT’s shareholders is obtained. Mork Capital currently own an aggregate of 14,921,233 Common Shares, representing 19.12% of the currently issued and outstanding Common Shares of NXT. With the acquisition of the Debentures, Mork Capital will have the right to own, after conversion of their Debentures, 22,526,321 Common Shares, representing approximately 26.3% of the issued and outstanding Common Shares. The Company has agreed to appoint a representative from Mork Capital to its board of directors in the near future. In addition, all six current directors of NXT participated in the private placement by converting their outstanding director fees payable as at December 31, 2023 into Debentures valued, in the aggregate principal amount, at US$147,000 (approximately CAD$194,000). In connection with this issuance, the current directors have the right to obtain, in the aggregate, up to 813,053 Common Shares.