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or Name
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CA



Shoal Point Energy Ltd
Symbol SHP
Shares Issued 263,413,190
Close 2012-03-22 C$ 0.27
Market Cap C$ 71,121,561
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NWest Energy closes asset sale to Shoal Point

2012-03-23 08:49 ET - News Release

See News Release (C-NWN) NWest Energy Corp

Mr. Robert Webb of NWest reports

NWEST ENERGY ANNOUNCES CLOSING OF TRANSACTION

Further to its news release dated Jan. 17, 2012, NWest Energy Corp. has completed its previously announced transaction involving the sale of substantially all of the corporation's assets pursuant to an arm's-length agreement with Shoal Point Energy Ltd., a public company listed on the Canadian National Stock Exchange, whereby Shoal Point has acquired the remaining 50-per-cent undivided working legal and beneficial interest in and to exploration licence EL1097R dated Nov. 23, 2011, covering an area of approximately 500,000 acres located offshore of western Newfoundland and Labrador. The transaction was detailed in the management information circular of NWest dated Feb. 15, 2012, and approved by the shareholders of the corporation at its annual and special meeting held on March 21, 2012.

The remaining 50-per-cent working interest in the licence was transferred to Shoal Point on receipt of approval of the shareholders of NWest for the transaction on March 21, 2012, in consideration that Shoal Point: (i) issued one million common shares of Shoal Point to NWest and (ii) issued one million common share purchase warrants to NWest, with each warrant entitling NWest to acquire one common share at an exercise price of 39 cents for a period of two years from the date of issuance.

Pursuant to the transaction, now that the second transfer is completed, if Shoal Point spuds a well on the licence, Shoal Point shall: (i) issue an additional four million common shares to NWest; (ii) issue an additional four million common share purchase warrants to NWest, with each warrant entitling NWest to acquire one common share at an exercise price equal to the 20-day weighted-average price of the common shares prior to the date of issuance, plus an additional 20 per cent, for a period of two years from the date of issuance; and (iii) grant to NWest a 2-per-cent gross overriding royalty on the property. Shoal Point shall have the right to purchase 0.75 per cent of the royalty for $2-million at any time after the date of grant.

All securities issued pursuant to the transaction are subject to a four-month hold period from the date of issuance.

The board of directors of NWest now consists of Wade Dawe, James Buckee, Jacqueline Sheppard and Robert Webb. Patrick Laracy did not stand for re-election at the meeting. The board of directors would like to thank Mr. Laracy for his dedication and contributions to the corporation over the past several years as a director. The board of directors also welcomes Mr. Webb and looks forward to working with him in his new role as a director of the corporation.

We seek Safe Harbor.

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