FOR IMMEDIATE RELEASE
Vancouver, British Columbia, September 7, 2016 – Naikun Wind Energy Group Inc. (TSX-V: NKW) (“Naikun” or the “Company”) announce that further to a press release dated July 20, 2016, the Company has closed a non-brokered private placement (the “Private Placement”) with the issuance of 9,078,069 units (the “Units”) at a price of $0.07 per Unit for total gross proceeds of $635,465. The Units being issued consist of one common share and one-half of one share purchase warrant (the “Warrants”), each whole Warrant entitling the holder to purchase an additional common share at a price of $0.15 per share until September 6, 2019.
Pursuant to the Private Placement, Messrs. Houssian, O’Connor, Willms, Hughes and Rehn, directors of the Company, participated in the Private Placement, acquiring a total of 2,505,713 Units. Their participation in the Private Placement makes the Private Placement a “related party transaction” as defined under Multilateral Instrument 61-101 (“MI 61-101″). The Offering is exempt from the need to obtain minority shareholder approval and a formal valuation as required by MI 61-101 as the Company is listed on the TSX Venture Exchange and the fair market value of any Units to insiders or the consideration paid by insiders of the Company will not exceed 25% of the Company’s market capitalization. No new insiders were created, nor was there any change of control as a result of the Private Placement.
In connection with the Private Placement, the Company issued a total of 71,428 common shares as payment of fees (the “Finder’s Shares”) to Gordon Link who introduced the Company to subscribers of the Private Placement. All securities issued in connection with the Private Placement are subject to a prescribed four month hold and restricted trading period pursuant to applicable securities laws ending on January 7, 2017.
NaiKun intends to use the net proceeds from the Private Placement for general corporate purposes, including working capital, to further the development of the Haida Energy Field Project.
The securities offered have not and will not be registered under the U.S. Securities Act of 1933, as amended (the “Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Act. This press release does not constitute an offer to sell or a solicitation of any offer to buy any securities in the United States.
For further information please contact:
Michael O’Connor, President & CEO
NaiKun Wind Energy Group Inc.
Tel: 604-639-8460 Fax: 604-685-4215
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. This news release does not constitute an offer to sell or a solicitation of an offer to sell any securities in the United States. The securities have not been 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 within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
Certain information contained in this document may include “forward-looking information”. Without limiting the foregoing, the information and any forward-looking information may include statements regarding the use of proceeds of the Private Placement. In this document, words such as “may”, “would”, “could”, “will”, “likely”, “believe”, “expect”, “anticipate”, “intend”, “plan”, “estimate” and similar words and the negative form thereof are used to identify forward-looking statements. Forward-looking statements should not be read as guarantees of future performance or results, and will not necessarily be accurate indications of whether, or the times at or by which, such future performance will be achieved. Forward-looking statements and information are based on information available at the time and/or the Company management’s good-faith beliefs with respect to future events and are subject to known or unknown risks, uncertainties, assumptions and other unpredictable factors, many of which are beyond the Company’s control. For additional information with respect to these and other factors and assumptions underlying the forward-looking statements made in this press release, see the section entitled “Risks and Uncertainties” in the Management’s Discussion and Analysis of the Company for its most recent interim financial statements filed with the Canadian securities commissions. The forward-looking information set forth herein reflects the Company’s expectations as at the date of this press release and is subject to change after such date. The Company disclaims any intention or obligation to update or revise any forward looking statements, whether as a result of new information, future events or otherwise, other than as required by law.
The Company does not intend, nor does it undertake, any obligation to update or revise any forward-looking information or statements contained in this document to reflect subsequent information, events or circumstances or otherwise, except as required by applicable laws.