Press release from Marketwire
NWest Energy Announces Closing of Transaction
Friday, March 23, 2012
NWest Energy Announces Closing of Transaction08:45 EDT Friday, March 23, 2012ST. JOHN'S, NEWFOUNDLAND--(Marketwire - March 23, 2012) - NWest Energy Corp. ("NWest" or the "Corporation") (TSX VENTURE:NWN) announces that, further to its press release dated January 17, 2012, it has completed its previously announced transaction (the "Transaction") involving the sale of substantially all of the Corporation's assets pursuant to an arm's length agreement with Shoal Point Energy Ltd. ("Shoal Point"), a public company listed on the Canadian National Stock Exchange, whereby Shoal Point has acquired the remaining 50% undivided working legal and beneficial interest in and to exploration licence EL1097R dated November 23, 2011 (the "Licence") covering an area of approximately 500,000 acres located offshore of western Newfoundland and Labrador (the "Property"). The Transaction was detailed in the management information circular of NWest dated February 15, 2012 and approved by the shareholders of the Corporation at its annual and special meeting held on March 21, 2012 (the "Meeting").The remaining fifty percent (50%) working interest in the Licence was transferred to Shoal Point (the "Second Transfer") on receipt of approval of the shareholders of NWest for the Transaction on March 21, 2012 in consideration that Shoal Point: (i) issued one million (1,000,000) common shares of Shoal Point (the "Common Shares") to NWest; and (ii) issued one million (1,000,000) Common Share purchase warrants to NWest, with each warrant entitling NWest to acquire one Common Share at an exercise price of $0.39 for a period of two years from the date of issuance.Pursuant to the Transaction, now that the Second Transfer is completed, if Shoal Point spuds a well on the Licence, Shoal Point shall: (i) issue an additional four million (4,000,000) Common Shares to NWest; (ii) issue an additional four million (4,000,000) Common Share purchase warrants to NWest, with each warrant entitling NWest to acquire one Common Share at an exercise price equal to the 20 day weighted average price of the Common Shares prior to the date of issuance plus an additional twenty percent (20%), for a period of two years from the date of issuance; and (iii) grant to NWest a two percent (2%) gross overriding royalty (the "Royalty") on the Property. Shoal Point shall have the right to purchase 0.75% of the Royalty for two million dollars ($2,000,000) at any time after the date of grant.All securities issued pursuant to the Transaction are subject to a four month hold period from the date of issuance.The Board of Directors of NWest now consists of Wade K. Dawe, James W. Buckee, M. Jacqueline Sheppard and Robert D. Webb. Mr. Patrick Laracy did not stand for re-election at the Meeting. The Board of Directors would like to thank Mr. Laracy for his dedication and contributions to the Corporation over the past several years as a director. The Board of Directors also welcomes Mr. Webb and looks forward to working with him in his new role as a director of the Corporation.About NWest EnergyFurther information regarding the Corporation is available at www.nwestenergy.com.The statements made in this News Release may contain certain forward-looking statements. Actual events or results may differ from the Corporation's expectations. Certain risk factors may also affect the actual results achieved by the Corporation. A description of assumptions used to develop such forward-looking information and a description of risk factors that may cause actual results to differ materially from forward-looking information can be found in NWest's disclosure documents on the SEDAR website at www.sedar.com.There can be no assurance that forward-looking information will prove to be accurate. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from any conclusions, forecasts or projections described in the forward-looking information. Accordingly, readers are advised not to place undue reliance on forward-looking information. Except as required under applicable securities legislation, the Corporation undertakes no obligation to publicly update or revise forward-looking information, whether as a result of new information, future events or otherwise.FOR FURTHER INFORMATION PLEASE CONTACT: Robert WebbNWest Energy Corp.President & CEO(709) firstname.lastname@example.orgNeither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.