20:12:58 EDT Fri 01 May 2026
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LNG Energy's cease trade order partially revoked by OSC

2026-05-01 17:31 ET - News Release

Ms. Angel Roa reports

LNG ENERGY GROUP ANNOUNCES PARTIAL REVOCATION OF CEASE TRADE ORDER AND PROPOSED PRIVATE PLACEMENT

The Ontario Securities Commission (the OSC) issued a partial revocation order on April 23, 2026, partially revoking the failure-to-file cease trade order issued against LNG Energy Group Corp. on May 7, 2025 (the FFCTO), for failing to file certain outstanding continuous disclosure documents. The partial revocation order permits the company to complete a private placement transaction for purposes of (i) filing its outstanding continuous disclosure documents, (ii) paying accounting, audit, and legal fees associated with the preparation and filing of the relevant continuous disclosure documents, (iii) paying costs and fees associated with the private placement, (iv) paying legacy accounts payable, (v) paying filing fees, including for the application for a full revocation of the FFCTO, and (vi) funding working capital and general and administrative expenses until a full revocation of the FFCTO is obtained.

The partial revocation order of the FFCTO was pursued to permit the company to conduct a private placement of units of the company for aggregate gross proceeds of up to $2-million. Subject to market conditions at the time of the private placement, each unit is expected to be priced at five cents and will comprise one common share of the company and one common share purchase warrant with each warrant being exercisable to acquire one common share at an expected price of 10 cents per share (subject to market conditions at the time of the private placement) for a period of 36 months following the closing date of the private placement. The private placement will be conducted on a prospectus exempt basis with investors: (i) resident in Canada in reliance on, and in accordance with, the accredited investor exemption in Section 73.3 of the Securities Act (Ontario) or Section 2.3 of National Instrument 45-106 -- Prospectus Exemptions, as applicable; (ii) in the United States pursuant to available exemptions from United States registration requirements and in accordance with OSC Rule 72-503 -- Distributions Outside Canada; and (iii) in such offshore jurisdictions pursuant to available prospectus or registration exemptions in accordance with applicable laws.

Prior to completion of the private placement, each participant will receive a copy of the FFCTO and the partial revocation order, and will be required to provide an acknowledgement to the company that all of the company's securities, including the securities issued in connection with the private placement, will remain subject to the FFCTO until such order is fully revoked, and that the granting of the partial revocation order does not guarantee the issuance of a full revocation order in the future. In addition, all securities issued pursuant to the private placement will be subject to a hold period of four months and a day from the closing date of the private placement.

The partial revocation order will terminate on the earlier of: (i) the completion of the private placement, and (ii) July 22, 2026, being 90 days from the date on which the partial revocation order was issued. There can be no assurances that the private placement will be completed on the terms set out herein, or at all, or that the proceeds of the private placement will be sufficient for the purposes of the company. The company will also issue appropriate press releases and file material change reports on SEDAR+, as applicable, upon completion of the private placement.

About LNG Energy Group Corp.

The company is focused on the acquisition and development of natural gas production and exploration assets in Latin America.

We seek Safe Harbor.

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