Mr. George Liszicasz reports
NXT ENERGY SOLUTIONS INC. ISSUES DIRECTION TO ALBERTA GREEN VENTURES LIMITED PARTNERSHIP REGARDING LOAN REPAYMENT
NXT Energy Solutions Inc. has issued a direction to Alberta Green Ventures Limited Partnership (AGV) to deliver for cancellation the number of common shares in the capital of the company held by AGV that is equivalent to the $250,000 (U.S.) principal amount previously loaned by the company to AGV, the price per common share being the volume-weighted average trading price of the common shares as reported and traded on the Toronto Stock Exchange for the five trading days immediately preceding the date of repayment, and to pay, by wire transfer or other immediately available funds, all accrued and unpaid interest thereon, all in accordance with the terms of the promissory note dated Sept. 6, 2019.
Calculated at market close on Dec. 13, 2019, the last business and trading day before the date of repayment, being Dec. 15, 2019, NXT has elected to receive from AGV, subject to receipt of necessary regulatory approvals (as discussed herein):
543,673 common shares, calculated as: (i) the product of: (A) $250,000 (U.S.), being the principal amount, and (B) 1.3183, being the daily average U.S.-dollar/Canadian-dollar exchange rate as quoted on the Bank of Canada's website for Dec. 13, 2019 (the last business date for which a daily average exchange rate was published before the repayment date), (ii) divided by 60.62 cents, being the volume-weighted average trading price of the common shares as reported and traded on the Toronto Stock Exchange for the five trading days immediately preceding the repayment date;
$1,366.12 (U.S.) in interest, satisfied by way of wire transfer or other immediately available funds.
Repayment of the principal amount by way of common shares constitutes an issuer bid under applicable securities laws, and the acquisition of the common shares is therefore conditional upon NXT being exempt from the requirements typically applicable to such transactions. The company intends to file an application for exemptive relief with the Alberta Securities Commission now that the direction has been issued to AGV and an election to receive common shares as repayment of the principal amount has been made thereunder. The company may change its election to receive the entire loan repayment by way of wire transfer or other immediately available funds if the ASC does not approve the company's application and the requested relief is not granted, or for any other reason at any time if the company so decides, in its sole and absolute discretion.
For further information regarding the loan arrangement, please refer to the company's news release dated Sept. 6, 2019, the company's management's discussion and analysis and interim financial statements for the three and nine months ended Sept. 30, 2019, and the material change report filed on Nov. 25, 2019.
About NXT Energy Solutions Inc.
NXT Energy Solutions is a Calgary-based technology company. NXT's proprietary SFD survey system utilizes quantum-scale sensors to detect gravity field perturbations in an airborne survey method, which can be used both onshore and offshore, to remotely identify traps and reservoirs with exploration potential. The SFD survey system enables the company's clients to focus their hydrocarbon exploration decisions concerning land commitments, data acquisition expenditures and prospect prioritization on areas with the greatest potential. SFD is environmentally friendly and unaffected by ground security issues or difficult terrain, and is the registered trademark of NXT Energy Solutions.
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