Jericho to Amend Terms of Debentures and Warrants and Shares for Interest Debt Settlement

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Jericho Energy Ventures Inc. announces amendments to outstanding convertible debentures and share purchase warrants, along with a shares for debt transaction.

TULSA, OK and VANCOUVER, BC / ACCESSWIRE / April 5, 2024 / Jericho Energy Ventures Inc. ("Jericho" or the "Company") (TSXV:JEV)(Frankfurt:JLM)(OTC PINK:JROOF) today announces that it is making an application to the TSX Venture Exchange ("TSXV") to amend the conversion price of outstanding convertible debentures (the "Debentures") and extend their maturity, and also amend the exercise price of the share purchase warrants that were previously issued concurrently with the Debentures.

The Debentures, in the aggregate principle amount of CDN$5,703,568, and 8,147,954 related share purchase warrants, were issued pursuant to a private placement which closed on January 7, 2022, as disclosed in a news release disseminated on that date. The Debentures currently have a conversion price of CDN$0.70, and mature on January 7, 2025. The warrants currently have an exercise price of CDN$1.00 per share.

The Company is applying to amend the conversion price of the Debentures to CDN$0.20 and extend the maturity date by one year, to January 7, 2026. The Company is also applying to amend the exercise price of 6,839,920 of the 8,147,954 warrants to CDN$0.25 due to the TSXV limitation of no more than 10% of the total number of Warrants eligible to be repriced for insiders of the Company. All other terms of the warrants and Debentures will remain the same.

The above amendments are subject to the approval of the TSXV.

The Company has also arranged a shares for debt transaction to settle an aggregate of $89,891.74 in interest accrued up to March 22, 2024 on five of the Debentures outstanding and disclosed in the Company's financial statements and in the Company's news release dated January 7, 2022. The shares for debt settlement is subject to approval from the TSXV which will be followed by the Company issuing 473,114 common shares (the "Settlement Shares") at a deemed price of $0.19 to the five holders of the Debentures and who are arm's length parties to the Company. The terms of the Debentures require the issuance of common shares to settle interest owing by the Company and subject to TSXV approval pursuant to TSXV Policy 4.3 - Shares for Debt. The Settlement shares will be issued subject to prospectus exemptions available pursuant to Canadian securities laws and will be subject to a four month and one day hold period.

The shares for debt transaction was approved by the Company's board of directors and did not require a formal valuation nor minority shareholder approval pursuant to Multilateral Instrument 61-101.

About Jericho Energy Ventures

Jericho Energy Ventures (JEV) is an energy company positioned for the current energy transitions; owning, operating and developing both traditional hydrocarbon JV assets and advancing the low-carbon energy transition, with active investments in hydrogen. Our wholly owned subsidiary, Hydrogen Technologies, delivers breakthrough, patented, zero-emission boiler technology to the Commercial & Industrial heat and steam industry. We also hold strategic investments and board positions in H2U Technologies (a breakthrough electrocatalyst and low-cost electrolyzer platform) and Supercritical Solutions (developing the world's first, high pressure, ultra-efficient electrolyzer). Jericho also owns and operates long-held producing oil and gas JV assets in Oklahoma which it is currently developing from cash flows in an effort to further increase production.

Website: https://jerichoenergyventures.com/
Twitter: https://twitter.com/JerichoEV
LinkedIn: https://www.linkedin.com/company/jericho-energy-ventures
YouTube: https://www.youtube.com/c/JerichoEnergyVentures

CONTACT:
Allen Wilson, Director, or
Adam Rabiner, Investor Relations
Jericho Energy Ventures Inc.
Tel. 604.343.4534
investorrelations@jerichoenergyventures.com

This news release contains certain "forward-looking information" and "forward-looking ‎statements" (collectively, "forward-looking statements") within the meaning of applicable ‎securities laws. Such forward-looking statements are not representative of historical facts or ‎information or current condition, but instead represent only Jericho's beliefs regarding future ‎events, plans or objectives, many of which, by their nature, are inherently uncertain and outside of ‎Jericho's control. Forward-looking statements are frequently characterized by words such as ‎‎"plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, ‎or statements that certain events or conditions "may", "will" or "may not" occur.‎ Specifically, this ‎news release contains forward-looking statements relating to, among others, TSX Venture Exchange approval of the amendments of the terms of debentures and warrants and shares for interest debt settlement.

Forward-looking statements are subject to a variety of risks and uncertainties and other factors ‎that could cause actual events or results to differ materially from those anticipated in the forward-‎looking statements, which include, but are not limited to: regulatory changes; changes to the ‎definition of, or interpretation of, foreign private issuer status; the impacts of COVID-19 and other ‎infectious diseases; general economic conditions; industry conditions; current and future ‎commodity prices and price volatility; significant and ongoing stock market volatility; currency and ‎interest rate fluctuation; governmental regulation of the energy industry, including environmental ‎regulation; geological, technical and drilling problems; unanticipated operating events; the ‎availability of capital on acceptable terms; the need to obtain required approvals from regulatory ‎authorities; liabilities and risks inherent in oil and gas exploration, development and production ‎operations; liabilities and risks inherent in early stage hydrogen technology projects, energy ‎storage, carbon capture and new energy systems; changes in government environmental ‎objectives or plans; and the other factors described in Jericho's public filings available at ‎www.sedarplus.ca.

The forward-looking statements contained herein are based on certain key expectations and ‎‎assumptions ‎of Jericho ‎concerning anticipated financial performance, business prospects, ‎strategies, ‎regulatory regimes, the ‎‎sufficiency of budgeted capital expenditures in carrying out ‎planned activities, the ability to obtain financing on ‎acceptable terms, expansion of consumer ‎adoption of the Company's (or its subsidiaries') technologies and products, results of DCC™ feasibility studies and the success of ‎investments, all of which are ‎subject to change based on ‎market conditions, ‎potential timing delays ‎and other risk factors. Although Jericho believes that these assumptions and the expectations ‎are ‎reasonable based on information currently available to management, such ‎statements are not ‎guarantees of future performance and actual results or developments may differ materially from ‎‎those in the forward-looking statements. Investors should not place undue reliance on forward-‎looking ‎statements.‎

Readers are cautioned that the foregoing lists are not exhaustive. The forward-looking statements ‎contained in this news release are made as of the date of this news release, and Jericho does not ‎undertake to update any forward-looking statements that are contained or referenced herein, ‎except as required by applicable 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 release.

SOURCE: Jericho Energy Ventures Inc.

View the original press release on accesswire.com

FAQ

What amendments is Jericho Energy Ventures Inc. making to its outstanding convertible debentures and share purchase warrants?

Jericho Energy Ventures Inc. is applying to amend the conversion price of the Debentures to CDN$0.20, extend the maturity date to January 7, 2026, and amend the exercise price of 6,839,920 warrants to CDN$0.25.

How much is the aggregate principle amount of the Debentures issued by Jericho Energy Ventures Inc.?

The aggregate principle amount of the Debentures issued by Jericho Energy Ventures Inc. is CDN$5,703,568.

What is the current conversion price of the Debentures issued by Jericho Energy Ventures Inc.?

The current conversion price of the Debentures issued by Jericho Energy Ventures Inc. is CDN$0.70.

What is the current exercise price of the share purchase warrants issued by Jericho Energy Ventures Inc.?

The current exercise price of the share purchase warrants issued by Jericho Energy Ventures Inc. is CDN$1.00 per share.

How many shares will Jericho Energy Ventures Inc. issue for the shares for debt transaction?

Jericho Energy Ventures Inc. will issue 473,114 common shares (the 'Settlement Shares') for the shares for debt transaction.