NXT Energy Solutions Inc. Issues Direction to Alberta Green Ventures Limited Partnership Regarding Loan Repayment
CALGARY, Alberta, Dec. 13, 2019 (GLOBE NEWSWIRE) -- NXT Energy Solutions Inc. ("NXT" or the "Company") (TSX:SFD; OTC QB:NSFDF) has issued a direction (the "Direction") to Alberta Green Ventures
Limited Partnership ("AGV") to deliver for cancellation the number of common shares in the capital of the Company ("Common Shares") held by AGV that is equivalent to the US$250,000.00 principal
amount (the "Principal Amount") previously loaned by the Company to AGV, the price per Common Share being the volume weighted average trading price of the Common Shares as reported and traded on
the Toronto Stock Exchange for the five (5) trading days immediately preceding the date of repayment, and to pay by wire transfer or other immediately available funds all accrued and unpaid
interest thereon (the "Interest"), all in accordance with the terms of the promissory note dated September 6, 2019 (the "Loan Repayment").
Calculated at market close on December 13, 2019, the last business and trading day before the date of repayment, being December 15, 2019 (the "Repayment Date"), NXT has elected to receive from AGV, subject to receipt of necessary regulatory approvals (as discussed further below):
- 543,673 Common Shares, calculated as (i) the product of (A) US$250,000.00, being the Principal Amount, and (B) 1.3183, being the daily average US$/C$ exchange rate as quoted on the Bank of
Canada's website for December 13, 2019 (the last business date for which a daily average exchange rate was published before the Repayment Date), (ii) divided by C$0.6062, being the volume weighted
average trading price of the Common Shares as reported and traded on the Toronto Stock Exchange for the five (5) trading days immediately preceding the Repayment Date, and
- US$1,366.12 in Interest, satisfied by way of wire transfer or other immediately available funds.
Repayment of the Principal Amount by way of Common Shares constitutes an "issuer bid" under applicable securities laws, and the acquisition of the Common Shares is therefore conditional upon NXT being exempt from the requirements typically applicable to such transactions. The Company intends to file an application for exemptive relief (the "Requested Relief") with the Alberta Securities Commission (the "ASC") now that the Direction has been issued to AGV and an election to receive Common Shares as repayment of the Principal Amount has been made thereunder. The Company may change its election to receive the entire Loan Repayment by way of wire transfer or other immediately available funds if the ASC does not approve the Company's application and the Requested Relief is not granted, or for any other reason at any time if the Company so decides, in its sole and absolute discretion.