Kolibri Global Energy Inc.(the "Company") (TSX:KEI, OTCQB:KGEIF) would like to remind its shareholders of the upcoming deadlines and essential details of its previously announced rights offering (the "Rights Offering") made to the holders of common shares of the Company ("Common Shares") of record at the close of business (Pacific Time) on December 1, 2021.
The rights ("Rights") will expire at 2:00 p.m. (Pacific Time) on December 29, 2021 (the "Expiry Time"), after which time unexercised Rights will be void and of no value.
However, most shareholders who own Common Shares through a broker or other intermediary will be required to exercise their Rights in advance of the Expiry Time, because many intermediaries have earlier cut off times.
The Company recommends that all shareholders contact their broker or financial advisor now, to ensure that they can participate by the applicable cut off time.
Further, it is important to note that December 27 and 28 are public holidays in Canada, and the Rights agent, Computershare Investor Services Inc., will not receive any exercises of Rights on those days.
Rights Offering Terms
The Company issued one Right (TSX:KEI.RT) for each outstanding Common Share. Each Right is exercisable to acquire 0.5435 Common Shares of the Company, upon payment of the subscription price of $0.07 per Common Share (called the "Basic Subscription Privilege"). Fractional shares will not be issued and any fractions will be rounded down to the nearest whole number. To illustrate: an eligible holder of 10,000 shares as of the record date would be issued 10,000 Rights, which would entitle the holder to subscribe for 5,435 shares (10,000 x 0.5435) for an aggregate price of C$380.45 (5,435 x C$0.07). Additional information is provided in the Company's rights offering circular dated November 23, 2021 (the "Rights Offering Circular"), which is available as set out below.
Shareholders who fully exercise their Rights will be entitled to subscribe pro rata for additional Common Shares in the Rights Offering, if available, as a result of unexercised Rights prior to the Expiry Time, subject to certain limitations set out in the Rights Offering Circular.
A rights offering notice ("Notice") and Rights DRS advice statements ("Rights DRS") were mailed to each registered shareholder of the Company resident in Canada and certain other eligible jurisdictions as at the record date. Registered shareholders who wish to exercise their Rights must forward the completed Rights DRS, together with the applicable funds, to the Rights agent, Computershare Investor Services Inc., on or before the Expiry Time. Eligible shareholders who own their Common Shares through an intermediary, such as a bank, trust company, securities dealer or broker, will receive materials and instructions from their intermediary.
Further details of the Rights Offering are contained in the Notice of Rights Offering and Rights Offering Circular, which were filed on SEDAR under the Company's profile at www.sedar.com and are available at the Company's website at www.kolibrienergy.com from your dealer representative or by contacting Gary Johnson by telephone at 805-484-3613, by email at gjohnson@kolibrienergy.com or at 3623 Old Conejo Road, Suite 207, Newbury Park, California 91320. The Company is also registering the offer and sale of the shares issuable on exercise of the Rights on a Form F-7 registration statement under the U.S. Securities Act of 1933, as amended. Shareholders in the United States should also review the Company's Registration Statement on Form F-7 which was filed with the United States Securities and Exchange Commission and can be found at www.sec.gov and may also be obtained by contacting Gary Johnson by telephone at 805-484-3613, by email at gjohnson@kolibrienergy.com or at 3623 Old Conejo Road, Suite 207, Newbury Park, California 91320.
The Rights Offering is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals, including the acceptance of the Toronto Stock Exchange.
This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in any jurisdiction. No offer, solicitation or sale of these securities shall be made in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
About Kolibri Global Energy Inc.
Kolibri Global Energy Inc. is an international energy company focused on finding and exploiting energy projects in oil, gas and clean and sustainable energy. Through various subsidiaries, the Company owns and operates energy properties in the United States. The Company's shares are traded on the Toronto Stock Exchange under the stock symbol KEI and on the OTCQB under the stock symbol KGEIF.
Caution Regarding Forward-Looking Information
Certain statements contained in this news release constitute "forward-looking information" as such term is used in applicable Canadian securities laws and "forward-looking statements" as such term is used in the United States, including statements regarding completion of the Offering and the Company will receive all necessary regulatory, stock exchange and third party approvals in respect of the Rights Offering. Forward-looking information and statements are based on plans and estimates of management and interpretations of data by the Company's technical team at the date the data is provided and is subject to several factors and assumptions of management, including that required regulatory approvals will be available when required. Forward-looking information and statements are subject to a variety of risks and uncertainties and other factors that could cause plans, estimates and actual results to vary materially from those projected in such forward-looking information. Factors that could cause the forward-looking information or statements in this news release to change or to be inaccurate include, but are not limited to, the risk that any of the assumptions on which such forward looking information is based vary or prove to be invalid and that the Company may not be able to receive of all necessary regulatory approvals, including the acceptance of the Toronto Stock Exchange for the Offering. The Company undertakes no obligation to update these forward-looking statements, other than as required by applicable law.
View source version on businesswire.com: https://www.businesswire.com/news/home/20211213005990/en/
Contacts:
For further information, contact:
Wolf E. Regener +1 (805) 484-3613
Email: wregener@kolibrienergy.com
Website: www.kolibrienergy.com
