PNN closes C$515,000 private placement and fundamental acquisition

CALGARY, Canada (April 28, 2022) — Pennine Petroleum Corporation (“Pennine” or the “Corporation”) (TSX-V: PNN) is pleased to announce that it has closed its non-brokered private placement (the “Offering”), originally announced on Dec. 3, 2021, through the issuance of 20,602,740 units (each, a “Unit”) at a price of $0.025 per Unit, generating aggregate gross proceeds of C$515,068.50. The Offering was oversubscribed by $15,000. Each Unit comprises one common share in the capital of the Corporation (a “Common Share”) and one common share purchase warrant (a “Warrant”). Each Warrant entitles the holder to purchase one Common Share at a price of $0.05 per share for a period of twelve (12) months from the date of issue.

The Corporation has paid cash finders’ fees totaling $40,357.48 and has issued an aggregate of 1,614,299 finders’ warrants to eligible parties. Each finder’s warrant entitles the finder to purchase one Common Share at a price of $0.05 for a period of 36 months from the date of issuance.

The Offering is subject to all necessary regulatory approvals, including acceptance from the TSX Venture Exchange (the “Exchange”). All Units issued in connection with the Offering will be subject to a four-month-and-one-day hold period from the closing date under applicable Canadian securities laws (the “Hold Period”), in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada.

If, on any ten (10) consecutive trading days occurring after the Hold Period has elapsed, the closing sales price of the Common Shares (or the closing bid, if no sales were reported on a trading day) as quoted on the Exchange is greater than $0.07 per Common Share, the Corporation may provide written notice to the holders of the Warrants by the issuance of a news release advising that the expiry date of the Finder's Warrants will be accelerated to the 10th day after the date of such notice.

The Exchange has granted final approval of the previously announced Fundamental Acquisition and the Offering.

Fundamental Acquisition

Pursuant to the term of an Earn-in Agreement (the “Agreement”) with Techshed Investments (Private) Limited (“TSI”) dated Nov. 26, 2021, the Corporation has closed the purchase of an earn-in interest of TSI ownership of the Happy Valley Mine, which is a producing gold mine, in Zimbabwe. The mine, located 15 kilometres from the city of Bulawayo, has installed capacity to process 40 tonnes of ore per day but, due to capital constraints, is currently processing less than half that amount. By addressing those capital constraints, the Corporation can almost immediately start earning a return on its investment in operations.

The net proceeds of the Offering will be used to fund the expenditures under the Agreement. Full details of the terms and conditions of the Agreement are summarized in the Corporation’s news release issued on Dec. 3, 2021.

The proposed use of proceeds can be summarized as follows:

Capital expansion of the Happy Valley Mine $200,000.00

Initial exploration $100,000.00

G&A expenses $115,068.50

Transaction costs $50,000.00

Contingencies $50,000.00

TOTAL $515,068.50

View or download the full news release in PDF format

View or download the NI 43-101 report for the Happy Valley Mine