VANCOUVER, BRITISH COLUMBIA--(Marketwire - Dec. 6, 2012) -
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW.
Hemisphere Energy Corporation ("Hemisphere") (TSX VENTURE:HME) announces a non-brokered private placement (the "Private Placement") of up to C$1,625,000 at the price of C$0.65 per unit (a "Unit"). Each Unit consists of one common share and one-half (1/2) of a share purchase warrant, with each whole warrant to entitle the holder to purchase one common share at the price of C$0.90 per share for a period of 12 months from the closing.
The common shares issued pursuant to the Private Placement will be subject to a hold period of four months and one day from the closing date. Closing of the Private Placement is subject to the receipt of all applicable regulatory approvals.
On closing, Hemisphere will pay a finder's fee in cash of up to 7% of the gross proceeds from the Units sold and in warrants of up to 7% of the number of Units sold.
The net proceeds of the Private Placement will be used to fund drilling and other capital expenditures in Hemisphere's Jenner property in southeast Alberta and for general corporate purposes.
About Hemisphere Energy Corporation
Hemisphere Energy Corporation is a junior exploration and production company focused on developing core areas that provide low to medium risk drilling opportunities to increase production, reserves and cash flow. Hemisphere's continued growth plan is through drilling existing prospects and executing strategic acquisitions and farm-ins. Hemisphere trades on the TSX Venture Exchange under the symbol "HME".
This news release contains "forward-looking statements" that are based on Hemisphere's current expectations, estimates, forecasts and projections. These forward-looking statements include statements regarding the closing of the Private Placement, Hemisphere's outlook for our future operations, plans and timing for the commencement or advancement of exploration and development activities on our properties, and other expectations, intention and plans that are not historical fact. The words "estimates", "projects", "expects", "intends", "believes", "plans", or their negatives or other comparable words and phrases are intended to identify forward-looking statements. Such forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Many of these factors are beyond the control of Hemisphere. Consequently, all forward-looking statements made in this news release are qualified by this cautionary statement and there can be no assurance that actual results or developments anticipated by Hemisphere will be realized. For the reasons set forth above, investors should not place undue reliance on such forward-looking statements. Hemisphere disclaims any intention or obligation to update or revise forward-looking information, whether as a result of new information, future events or otherwise.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction. The securitiesoffered hereby have not and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold in the United States except in certain transactions exempt from the registration requirements of the U.S. Securities Act and applicable state securities laws.
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.
Hemisphere Energy Corporation
President & Chief Executive Officer