Calgary, Alberta, November 21, 2022 (GLOBE NEWSWIRE) — NXT Energy Solutions Inc. (“NXT” or the “Company”) (TSX: SFD; OTCQB: NSFDF) would like to remind its shareholders of the upcoming deadlines and material details of its previously announced rights offering (the “Rights Offering”) to holders of common shares in the Company (“Common Shares ’) entered at close of business November 7, 2022 (the “Effective Date”). The rights (“Rights”) expire on 4:30 p.m (Calgary time is running November 30, 2022 (the “Expiration Period”), after which time any unexercised rights will be void and worthless.
It is important to note that intermediaries may have different pre-expiry cut-off times, which may already be earlier November 22, 2022. Therefore, the Company recommends that all Eligible Shareholders who hold their Common Shares through an intermediary contact their broker or financial advisor regarding the rights offering to ensure they can participate by the intermediary’s cut-off time for submission of subscriptions.
Necessary Rights to Purchase a Common Stock
The Company has issued a subscription right for each common share held as of the record date. 2.95 rights entitle the holder to purchase one common share at a price of $0.18 Canadian dollars (“C$”) per common share. Fractions of Shares will not be issued and any fractions will be rounded down to the nearest whole number. For illustration, an eligible holder of 50,000 common shares as of the Record Date has been issued 50,000 warrants entitling the holder to subscribe for 16,949 common shares (50,000 / 2.95) at an aggregate price of $3,050.82 (16,949x CA$0.18).
Additional Subscription Permissions
Shareholders who exercise their rights in full will be entitled to subscribe for additional common shares, if available, on a pro rata basis that were not originally subscribed on or before the Expiration Date.
A fully subscribed offering will generate gross proceeds of approximately C$4.0 million. Proceeds will be used to fund working capital requirements to commence SFD® investigations and the associated general and administrative costs required to convert the existing pipeline of opportunities into firm contracts.
The sacrifice was made in all provinces Canadain any state of The United Statesexcept Arizona, Arkansas, California, Minnesota, Ohio, Utah and Wisconsinand in all jurisdictions outside Canada and The United States where the Company is authorized to make such an offer. In certain states, including Californiatransferable rights (defined below) may only be exercised by Shareholders to whom applications may be made without registration under applicable state securities laws.
Further details of the subscription rights offer can be found in the subscription rights offer circular dated October 31, 2022 may be obtained through NXT’s profile on SEDAR at www.sedar.com, the Company’s website at www.nxtenergy.com, your dealer representative, or by contacting the Chief Financial Officer at 403-206-0805 or by e- Mail at nxt_info @nxtenergy.com.
The Company has also registered the offering and sale of the common shares to be issued upon the exercise of the Rights on a Form F-7 Registration Statement filed at US Securities Act 1933, as amended. shareholders a The United States should also review the company’s registration statement on Form F-7 filed with United States Securities and Exchange Commission and can be found at www.sec.gov.
This press release does not constitute an offer to sell, or a solicitation of an offer to purchase, the Company’s securities. There may be no offer or sale of these securities in any jurisdiction where such offer, solicitation or sale exists registration or qualification of such securities under the laws of any such jurisdiction would be unlawful.
Special Notice to Fidelity Brokerage Account Holders
The third paragraph of the terms of the rights offering issued by Fidelity lists an incorrect subscription price of CA$0.061 per common share. That should be CA$0.18 per common share. That CA$0.061 is the exercise price per right, NOT per common share.
Around NXT Energy Solutions Inc.
NXT Energy Solutions Inc. is a Calgary-based technology company whose proprietary SFD® survey system uses quantum-scale sensors to detect perturbations in the gravitational field in an airborne survey method that can be used both on land and at sea to identify traps and reservoirs with potential for hydrocarbon and geothermal Exploration to identify remotely. The SFD® survey system allows our clients to focus their exploration decisions on areas of greatest potential in terms of land commitments, data collection spend and prospect prioritization. Environmentally friendly and unaffected by ground safety issues or difficult terrain, SFD® is the registered trademark of NXT Energy Solutions Inc.NXT Energy Solutions Inc. offers its customers an effective and reliable method to reduce the time, costs and risks associated with exploration.
For investor and media inquiries please contact:
|Vice President of Finance and CFO
||President and CEO
|302, 3320-17th AVE SW
||302, 3320-17th AVE SW
|+1 403 206 0805
||+1 403 206 0800
Certain information in this press release may constitute “forward-looking information” within the meaning of applicable securities laws. Forward-looking information typically includes statements with words such as “anticipate,” “believe,” “estimate,” “will,” “expect,” “plan,” “plan,” “intend,” “propose,” or similar words that indicate future events results or an outlook. Forward-looking information in this press release includes, but is not limited to, information relating to: the details and funds to be raised under the rights offering, additional sources of funding required for the Company, the use of funds raised under the rights offering Offer, insider intent to exercise their rights, including involvement by our Chief Executive Officer, and the anticipated trading market that may or may not develop. Although the Company believes that the expectations and assumptions upon which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements as the Company cannot guarantee that they will prove to be correct. Because forward-looking statements address future events and conditions, by their nature they involve risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. The risk factors faced by the Company and the Rights Offering are described in the Rights Offering Circular to be filed at www.sedar.com and as part of the Registration Form F-7 U.S. Securities and Exchange Commission at www.sec.gov. Additional risk factors faced by the Company are detailed in its most recent Annual Information Form for the past year December 31, 2021 and MD&A for the current three and nine month periods 09/30/2022filed electronically using the System for Electronic Document Analysis and Retrieval (“SEDAR”) at www.sedar.com. The forward-looking statements contained in this press release are made as of the date of this release and except as required by applicable securities laws, the Company undertakes no obligation to publicly update or revise any forward-looking statements made herein or otherwise, whether as a result of new information, future events or for other reasons.
Source: NXT Energy Solutions Inc.
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