MARKSMEN ENERGY INC. : http://www.marksmenenergy.com/ : QwikReport

News Releases

#December 31, 2019
MARKSMEN ANNOUNCES GRANTING OF STOCK OPTIONS

 CALGARY, ALBERTA, December 31, 2019 -- Marksmen Energy Inc. ("Marksmen" or the "Company") announces the granting of stock options (the majority of which are to replace incentive stock options that have expired) to purchase 3,050,000 common shares of the Company to directors, officers, employees and consultants subject to regulatory and TSX Venture Exchange approval. The options were issued with an exercise price of $0.05 per share, vest as to one-third (1/3) immediately and one-third (1/3) on each of the first and second anniversaries of the grant date and have a five-year term from the date of issuance.
For additional information regarding this news release please contact Archie Nesbitt, Director and CEO of the Company at (403) 265-7270 or e-mail ajnesbitt@marksmenenergy.com.

Neither 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 news release.

This news release may contain certain forward-looking information and statements, including without limitation, statements pertaining to the Company's ability to obtain necessary approvals from the TSX Venture Exchange. All statements included herein, other than statements of historical fact, are forward-looking information and such information involves various risks and uncertainties. There can be no assurance that such information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such information. 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 Marksmen's disclosure documents on the SEDAR website at www.sedar.com. Marksmen does not undertake to update any forward-looking information except in accordance with applicable securities laws.
 
#December 13, 2019
MARKSMEN ANNOUNCES FINAL CLOSING OF PRIVATE PLACEMENT

 CALGARY, ALBERTA, December 13, 2019 -- Marksmen Energy Inc. ("Marksmen" or the "Company") announces that it has completed the second and final closing of its previously announced non-brokered private placement of units (the "Units") of Marksmen (the "Offering"). The Company issued 484,000 Units at a price of $0.05 per Unit for aggregate gross proceeds of $24,200, bringing the aggregate total under the Offering to 4,494,000 Units, for gross proceeds of $224,700. Each Unit is comprised of one (1) common share ("Common Share") and one (1) share purchase warrant ("Warrant") of Marksmen. Each whole Warrant entitles the holder thereof to purchase one Common Share at a price of $0.10 per share expiring two (2) years from the date of issuance.

Pursuant to this closing, Marksmen paid a cash commission to a qualified non-related party of $200 and issued 4,000 broker warrants entitling the holder to acquire one Common Share at a price of $0.05 per share for a period of one (1) year from the date of issuance.
Marksmen intends to use the net proceeds from this closing of the Offering of $24,000 as working capital to support light oil exploration activities in Ohio.
Completion of the Offering is subject to regulatory approval including, but not limited to, the approval of the TSXV. The securities issued are subject to a four month hold period from the date of issuance.

Related Party Participation in the Private Placement

Insiders subscribed for an aggregate of 334,000 Units in the second closing of the Offering for a total of 69% of the second closing. As insiders of Marksmen participated in this Offering, it is deemed to be a "related party transaction" as defined under Multilateral Instrument 61-101-Protection of Minority Security Holders in Special Transactions ("MI 61-101").

Neither the Company, nor to the knowledge of the Company after reasonable inquiry, a related party, has knowledge of any material information concerning the Company or its securities that has not been generally disclosed.

The Offering is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 (pursuant to subsections 5.5(c) and 5.7(1)(b)) as it was a distribution of securities for cash and neither the fair market value of the Units distributed to, nor the consideration received from, interested parties exceeded $2,500,000.

The Company did not file a material change report more than 21 days before the expected closing of the Offering because the details of the participation therein by related parties of the Company were not settled until shortly prior to closing of the Offering and the Company wished to close on an expedited basis for business reasons.

Update on Complaint on Contract

Further to Marksmen's news release of November 28, 2019, Marksmen has now filed an Answer and Counterclaim in response to a Complaint on Contract filed by an operator of a well in Ohio with respect to a business dispute between the operator and Marksmen relating to amounts owing pursuant to the operation of the well.

For additional information regarding this news release please contact Archie Nesbitt, Director and CEO of the Company at (403) 265-7270 or e-mail ajnesbitt@marksmenenergy.com.
Neither 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 news release.

This news release may contain certain forward-looking information and statements, including without limitation, statements pertaining to the use of proceeds and the Company's ability to obtain necessary approvals from the TSXV. All statements included herein, other than statements of historical fact, are forward-looking information and such information involves various risks and uncertainties. There can be no assurance that such information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such information. 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 Marksmen's disclosure documents on the SEDAR website at www.sedar.com. Marksmen does not undertake to update any forward-looking information except in accordance with applicable securities laws.
 
#November 28, 2019
MARKSMEN ANNOUNCES CONSOLIDATED FINANCIAL RESULTS FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2019

 Calgary, Alberta, November 28, 2018. Marksmen Energy Inc. ("Marksmen" or the "Company") and its wholly owned subsidiary Marksmen Energy USA, Inc. announces financial results for the interim period ended September 30, 2019. The following documents have been filed on SEDAR:

• Financial Statements
• Management's Discussion and Analysis ("MD&A")
• Form 52-109FV2 Certificate of Interim Filings -- CEO
• Form 52-109FV2 Certificate of Interim Filings -- CFO

These filings may be viewed on the SEDAR website at www.sedar.com.

Also, as included in the subsequent event section in the financial statements and MD&A, Marksmen discloses that, as a working interest partner, the Company has an on-going business dispute with the Operator of a well in Ohio. The Company has held back paying certain amounts owing contingent on the outcome of a joint venture audit that the Company is currently conducting on the well. Marksmen has included the held back funds in its accounts payable and accrued liabilities section of its financial statements as at September 30, 2019. On November 26, 2019, Marksmen Energy USA, Inc. received a Complaint on Contract issued in Hocking County, Ohio, Common Pleas Court claiming an amount owing pursuant to the operation of the well, in an amount exceeding $25,000, to be determined at trial. Marksmen disputes this claim and will file a counterclaim.

For additional information regarding this news release please contact Archie Nesbitt, CEO and President at (403) 265-7270 or e-mail ajnesbitt@marksmenenergy.com.


Neither 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 news release.


This news release, or the documents referenced may contain certain forward-looking information. All statements included herein, other than statements of historical fact, are forward-looking information and such information involves various risks and uncertainties. There can be no assurance that such information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such information. 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 Marksmen's disclosure documents on the SEDAR website at www.sedar.com. Marksmen does not undertake to update any forward-looking information except in accordance with applicable securities laws.
 
#November 26, 2019
MARKSMEN ANNOUNCES CORRECTION TO NEWS RELEASE

 CALGARY, ALBERTA, November 26, 2019 -- Marksmen Energy Inc. ("Marksmen" or the
"Company") announces corrections to its news release dated November 22, 2019 with respect to the completion of the first closing of its previously announced non-brokered private placement of units (the "Units") of Marksmen (the "Offering"). The Company disclosed that the Units are comprised of one (1) common share ("Common Share") and one-half of one (1/2) share purchase warrant ("Warrant") of Marksmen, however, the Units are comprised of one Common Share and one Warrant.

This incorrect disclosure was also reflected in the number of Warrants held by Mr. Archie Nesbitt under the heading Early Warning Report. The news release stated that immediately after the first closing of the Offering, Mr. Nesbitt owned, directly and indirectly, 10,832,697 Common Shares representing 9.67% of the issued and outstanding Common Shares, 1,770,833 Warrants and
1,198,327 vested Options. Assuming the exercise of the Warrants and vested Options, Mr. Nesbitt would own, directly and indirectly, 14,292,530 Common Shares, representing 12.38% of the issued and outstanding Common Shares. With the correct number of Warrants reflected, immediately after the first closing of the Offering, Mr. Nesbitt owned, directly and indirectly, 10,832,697 Common Shares representing 9.67% of the issued and outstanding Common Shares, 1,925,833 Warrants and 1,198,327 vested Options. Assuming the exercise of the Warrants and vested Options, Mr. Nesbitt would own, directly and indirectly, 14,447,530 Common Shares, representing 12.51% of the issued and outstanding Common Shares.

A report respecting this acquisition has been filed with the applicable securities commissions using the Canadian System for Electronic Document Analysis and Retrieval (SEDAR) and is available for viewing on the Company's profile at www.sedar.com.

For additional information regarding this news release please contact Archie Nesbitt, Director and CEO of the Company at (403) 265-7270 or e-mail ajnesbitt@marksmenenergy.com.

Neither 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 news release.
 
#November 22, 2019
MARKSMEN ANNOUNCES FIRST CLOSING OF PRIVATE PLACEMENT

 CALGARY, ALBERTA, November 22, 2019 -- Marksmen Energy Inc. ("Marksmen" or the "Company") announces that it has completed the first closing of its previously announced non-brokered private placement of units (the "Units") of Marksmen (the "Offering"). The Company issued 4,010,000 Units at a price of $0.05 per Unit for aggregate gross proceeds of $200,500. Each Unit is comprised of one (1) common share ("Common Share") and one-half of one (1/2) share purchase warrant ("Warrant") of Marksmen. Each whole Warrant entitles the holder thereof to purchase one Common Share at a price of $0.10 per share expiring two (2) years from the date of issuance. The Company intends to complete a second closing of the Offering on or prior to December 6, 2019.

Marksmen did not pay any commissions pursuant to the first closing of the Offering.
Marksmen intends to use the net proceeds from this first closing of the Offering to pay $25,000 related to the planning and engineering of the previously announced 40 well re-completion program targeting the Clinton Sandstone formation in Portage County, Ohio; $140,000 for the first re-complete well planned to begin in December of 2019 or January of 2020; and the remaining $35,500 as working capital to support light oil exploration activities in Ohio.
Completion of the Offering is subject to regulatory approval including, but not limited to, the approval of the TSXV. The securities issued are subject to a four month hold period from the date of issuance.

Related Party Participation in the Private Placement

Insiders subscribed for an aggregate of 810,000 Units in the first closing of the Offering for a total of 20.2% of the first closing. As insiders of Marksmen participated in this Offering, it is deemed to be a "related party transaction" as defined under Multilateral Instrument 61-101-Protection of Minority Security Holders in Special Transactions ("MI 61-101").

Neither the Company, nor to the knowledge of the Company after reasonable inquiry, a related party, has knowledge of any material information concerning the Company or its securities that has not been generally disclosed.

The Offering is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 (pursuant to subsections 5.5(c) and 5.7(1)(b)) as it was a distribution of securities for cash and neither the fair market value of the Units distributed to, nor the consideration received from, interested parties exceeded $2,500,000.

The Company did not file a material change report more than 21 days before the expected closing of the Offering because the details of the participation therein by related parties of the Company were not settled until shortly prior to closing of the Offering and the Company wished to close on an expedited basis for business reasons.

Early Warning Report

In connection with the first closing of the Offering, the Company issued 310,000 Units to Archibald J. Nesbitt & Company Ltd., a company wholly owned by Archie Nesbitt, for total consideration of $15,500.

Prior to the first closing of the Offering, Mr. Nesbitt owned, directly and indirectly, 10,522,697 Common Shares, representing 9.74% of the issued and outstanding Common Shares, 1,615,833 Warrants and 1,689,000 stock options of the Company ("Options"), of which 1,198,327 Options had vested. Assuming the exercise of all vested Options and outstanding Warrants, Mr. Nesbitt would have owned, directly and indirectly, 11.62% of the issued and outstanding Common Shares at that time.

Immediately after the first closing of the Offering, Mr. Nesbitt owned, directly and indirectly, 10,832,697 Common Shares representing 9.67% of the issued and outstanding Common Shares, 1,770,833 Warrants and 1,198,327 vested Options. Assuming the exercise of the Warrants and vested Options, Mr. Nesbitt would own, directly and indirectly, 14,292,530 Common Shares, representing 12.38% of the issued and outstanding Common Shares.

The Common Shares are being held by Mr. Nesbitt for investment purposes only, and Mr. Nesbitt may from time to time, acquire or dispose of all or a portion of the Common Shares.

A report respecting this acquisition will be filed with the applicable securities commissions using the Canadian System for Electronic Document Analysis and Retrieval (SEDAR) and will be available for viewing on the Company's profile at www.sedar.com.

For additional information regarding this news release please contact Archie Nesbitt, Director and CEO of the Company at (403) 265-7270 or e-mail ajnesbitt@marksmenenergy.com.
Neither 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 news release.

This news release may contain certain forward-looking information and statements, including without limitation, statements pertaining to the use of proceeds, obtaining subscriptions for the remainder of the Offering and the Company's ability to obtain necessary approvals from the TSXV. All statements included herein, other than statements of historical fact, are forward-looking information and such information involves various risks and uncertainties. There can be no assurance that such information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such information. 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 Marksmen's disclosure documents on the SEDAR website at www.sedar.com. Marksmen does not undertake to update any forward-looking information except in accordance with applicable securities laws.
 

Copyright © 2020 by Marksmen Energy Inc.   All rights reserved worldwide.
For more information, send questions and comments to
This page was created on Sat Aug 8, 2020 at 5:32:24 AM Pacific Time.