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NWN

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0.00 (0.00%)
Share Name Share Symbol Market Type
TSXV:NWN TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0 -

NWest Energy Announces Proposed Transaction

17/01/2012 12:59pm

Marketwired Canada


NWest Energy Corp. ("NWest" or the "Corporation") (TSX VENTURE:NWN) announces
that it has entered into an arm's length agreement (the "Agreement") with Shoal
Point Energy Ltd. ("Shoal Point"), a public company listed on the Canadian
National Stock Exchange, whereby Shoal Point will acquire up to a 100% undivided
working legal and beneficial interest in and to exploration licence EL1097R
dated November 23, 2011 (the "Licence") covering an area of approximately
500,000 acres located offshore of western Newfoundland and Labrador (the
"Property") (the "Transaction").


Pursuant to the Transaction, a fifty percent (50%) working interest in the
Licence shall be transferred to Shoal Point (the "First Transfer") in
consideration that Shoal Point: (i) pays a drilling deposit of $1,000,000 to the
Canada Newfoundland and Labrador Offshore Petroleum Board; (ii) issues one
million (1,000,000) common shares in the capital of Shoal Point to NWest
("Common Shares"); (iii) issues one million (1,000,000) Common Share purchase
warrants to NWest, with each warrant entitling NWest to acquire one Common Share
at a price of $0.40 for a period of two years from the date of issuance; and
(iv) assumes the obligations of NWest to pay the Environmental Studies Research
Fund ("ESRF"), to a maximum of $43,404.48, to the date of the Agreement and
assumes all payments to the ESRF from the date thereof.


The remaining fifty percent (50%) working interest in the Licence shall be
transferred to Shoal Point (the "Second Transfer") upon receipt of approval of
the shareholders of NWest for the Transaction on or before April 15, 2012 in
consideration that Shoal Point: (i) issues one million (1,000,000) Common Shares
to NWest; and (ii) issues one million (1,000,000) 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 twenty percent (20%), for a
period of two years from the date of issuance.


If the Second Transfer is completed and Shoal Point spuds a well on the
Property, Shoal Point shall: (i) issue an additional four million (4,000,000)
Common Shares to NWest; (ii) issue an additional four million (4,000,000) 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 twenty
percent (20%), for a period of two years from the date of issuance; and (iii)
grant to NWest a two percent (2%) gross overriding royalty (the "Royalty") on
the Property. Shoal Point shall have the right to purchase 0.75% of the Royalty
for two million dollars ($2,000,000) at any time after the date of grant.


All securities issued pursuant to the Transaction will be subject to a four
month hold period from the date of issuance.


Upon the exercise of the First Transfer by Shoal Point, Shoal Point shall be
appointed as the operator of the Property with responsibility to conduct all
operations in a good, workmanlike and efficient manner in accordance with sound
oil and gas practice, industry standards and applicable laws. 


The completion of the Transaction is conditional on all requisite regulatory,
third party and TSX Venture Exchange and Canadian National Stock Exchange
approvals. In addition, completion of the Second Transfer is conditional on the
approval of the shareholders of NWest. Certain shareholders of NWest holding not
less than forty-five percent (45%) of the common shares of NWest have entered
into support agreements and have agreed to vote in favour of the Transaction at
a meeting of the shareholders of NWest.


NWest intends to hold a meeting of the shareholders of NWest on or before April
15, 2012 to consider approval of the Second Transfer.


About NWest Energy

NWest Energy is a Canadian junior oil and gas company exploring off the west
coast of Newfoundland and Labrador. Further information regarding the
Corporation is available at www.nwestenergy.com.


The statements made in this News Release may contain certain forward-looking
statements. Actual events or results may differ from the Corporation's
expectations. Certain risk factors may also affect the actual results achieved
by the Corporation. 


There can be no assurance that forward-looking information will prove to be
accurate. Should one or more of these risks and uncertainties materialize, or
should underlying assumptions prove incorrect, actual results may vary
materially from any conclusions, forecasts or projections described in the
forward-looking information. Accordingly, readers are advised not to place undue
reliance on forward-looking information. Except as required under applicable
securities legislation, the Corporation undertakes no obligation to publicly
update or revise forward-looking information, whether as a result of new
information, future events or otherwise.


1 Year NWest Energy Corp. Chart

1 Year NWest Energy Corp. Chart

1 Month NWest Energy Corp. Chart

1 Month NWest Energy Corp. Chart