Antler Hill Appoints New Board and Management

June 22, 2017 4:01 PM EDT

CALGARY, ALBERTA -- (Marketwired) -- 06/22/17 -- Antler Hill Oil & Gas Ltd. (NEX: AHO.H) (the "Corporation" or "Antler Hill"), a capital pool company listed on the NEX, announces that Victor Luhowy and Kenneth MacRitchie have resigned as directors and officers of the Corporation effective June 20, 2017 and the following individuals have been appointed, subject to TSX Venture Exchange acceptance, to fill the resulting vacancies: Matthew Wood, Peter Bures, Aneel Waraich, and Ali Haji. The Corporation wishes to thank Mr. Luhowy and Mr. MacRitchie for their dedication and wish them well in retirement.

Summary of Directors and Officers

After giving effect to the above-noted appointments, the Board of Directors of the Corporation will consist of four directors, provided the TSX Venture Exchange (the "Exchange") does not object to such nominations and such persons are eligible to act as directors pursuant to the requirements of applicable corporate law. The officers of the Corporation will be appointed by the Board of Directors, subject to Exchange acceptance, and will include Matthew Wood as Chairman, Peter Bures as Chief Executive Officer, Jing Peng as Chief Financial Officer, and David D. Heighington as Corporate Secretary. The following is a description of the backgrounds of the new directors and officers:



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Matthew Wood,                  Mr. Wood is currently President, Chief
Chairman and Director          Executive Officer and a Director of Five Star
                               Diamonds Limited. Mr. Wood is an outstanding
                               mineral resource explorer and developer with
                               over 25 years global industry experience in
                               mining and commodities investment. He has
                               managed successful deals in diamonds, coal,
                               energy, ferrous metals, base and precious
                               metals and other commodities. His unique
                               skills in technical and economic evaluation
                               of resource opportunities has been proven by
                               an impressive record of nurturing resource
                               deals from early stage, to market listings
                               and successful exit strategies for his
                               investors. Mr. Wood has an Honours Degree in
                               Geology from the University of New South
                               Wales and a Graduate Certificate in Mineral
                               Economics from the Western Australian School
                               of Mines.
----------------------------------------------------------------------------
Peter Bures,                   Mr. Bures spent the first few years of his
Chief Executive Officer and    career at Placer Dome mines in Timmins,
Director                       Ontario followed by 10 years on the sell side
                               in equity research. Mr. Bures worked at
                               Deutsche Bank, HSBC in New York and Toronto,
                               and as Precious Metals & Mining
                               Analyst/Strategist for Orion Securities
                               (Toronto). In 2007 Mr. Bures transitioned to
                               the buy side with Sentry Investments as an
                               associate portfolio manager, specializing in
                               metals and mining where he co-managed several
                               top-ranked funds. Mr. Bures joined the BMO
                               Capital Markets institutional sales desk in
                               New York in 2011 as Director Global Mining
                               Sales. Mr. Bures was most recently with
                               Canaccord as VP analyst covering gold and
                               silver producers and royalty companies. Mr.
                               Bures holds a Bachelor of Applied Science
                               (geological and mineral engineering) from the
                               University of Toronto.
----------------------------------------------------------------------------
Aneel Waraich,                 Mr. Waraich is the co-founder and Executive
Director                       Director of Steppe Gold Ltd., a near-term
                               precious metals producer in Mongolia. Mr.
                               Waraich is also founder and managing partner
                               of ATMA Capital Markets and ATMACORP LTD. and
                               is a financial services professional with
                               progressive experience in both the asset
                               management and corporate finance businesses.
                               Mr. Waraich focuses primarily on advising
                               public and private companies in the Natural
                               Resources sector. In previous roles at
                               Goodman and Company Investment Counsel and
                               Dundee Capital Markets he worked as an
                               analyst valuating private equity companies.
                               Most recently Mr. Waraich worked as an
                               investment banker focusing on deal
                               origination, going-public transactions and
                               financings for both public and private
                               companies in the resource and technology
                               sectors. Mr. Waraich completed his MBA from
                               the Goodman Institute of Investment
                               Management at the John Molson School of
                               Business and is also a level III Candidate
                               for the CFA ® program.
----------------------------------------------------------------------------
Ali Haji,                      Mr. Haji has extensive knowledge of the
Director                       financial services sector after having spent
                               over 11 years in the Asset Management
                               Industry performing strategic and process
                               improvement roles. He started his career as a
                               technology analyst at Invesco Ltd. in 2006
                               and advanced into various roles including
                               Technology Risk, Controls, Program
                               Management, and Process Improvement with
                               international assignments involving mergers
                               and acquisitions in Hong Kong, U.S.A and
                               Australia. Most recently, he was also a
                               principal contributor to the creation of a
                               Center of Excellence in London, England for
                               Invesco Ltd. Mr. Haji attended The University
                               of Western Ontario and holds a BSc in
                               Computer Science.
----------------------------------------------------------------------------
Jing Peng,                     Mr. Peng is a Canadian Chartered Professional
Chief Financial Officer        Accountant. He has worked in public
                               accounting for the past ten years providing
                               financial services primarily to junior
                               exploration companies. Mr. Peng has served as
                               CFO and director of several Canadian
                               reporting issuers. In addition, since
                               December 2010, Mr. Peng has been the senior
                               financial analyst at Marrelli Support
                               Services, a supplier of accounting and
                               reporting services. Prior thereto, Mr. Peng
                               was a senior account at MSCM LLP from June
                               2009 to December 2010 and at KPMG LLP January
                               2007 to June 2009. Mr. Peng holds a Master's
                               degree in Management and Professional
                               Accounting from Rotman School of Management,
                               University of Toronto.
----------------------------------------------------------------------------
David D. Heighington,          Mr. Heighington is a lawyer and founder of
Corporate Secretary            Heighington Law Firm, a securities and
                               corporate law boutique operating in Calgary,
                               Alberta since 2000. Mr. Heighington
                               specializes in corporate and securities law
                               with a particular focus on publicly traded
                               companies in the mining, oil and gas, and
                               technology sectors. Mr. Heighington has
                               served as a director and officer of numerous
                               publicly traded companies listed on the TSXV.
----------------------------------------------------------------------------

Private Placement

The Corporation will proceed with a non-brokered private placement of up to 39,000,000 common shares (the "Shares") at $0.015 per Share for gross proceeds of up to $585,000 (the "Offering").

The pricing of the Offering is in reliance on the temporary relief measures established by the Exchange, and therefore the Offering and pricing of the Offering require approval of the Exchange having regard to the temporary relief criteria set out in the Exchange's bulletin of April 7, 2014, in relation to the extension and modification of temporary relief from certain pricing requirements (the "Temporary Relief Measures"). In order to comply with the Temporary Relief Measures, the board of directors is proposing to consolidate the Corporation's issued and outstanding common shares on a 1 for 3.3333333 basis, resulting in 1 new common share for every 3.3333333 old common shares. The consolidation will increase the Corporation's flexibility and competitiveness in the marketplace, and make the Corporation's securities more attractive to a wider audience of potential investors, thereby resulting in a more efficient market for the common shares. In order to complete the Offering, which is being made in reliance on the Temporary Relief Measures, the Corporation has provided a written undertaking to the Exchange to hold a special shareholders meeting to approve the consolidation within 180 days of completion of the Offering. A follow-up news release with further details will be issued when the special shareholders meeting has been convened.

Closing of the Offering is subject to a number of conditions, including receipt of all necessary corporate and regulatory approvals, including the TSXV. All securities issued in connection with the Offering will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation. The proceeds from the Offering will be used for general working capital.

The Company will provide a further announcement shortly regarding the resumption of trading.

Neither the TSX Venture Exchange, Inc. nor its Regulation Service Provider (as that term is defined under the policies of the TSX Venture Exchange) has neither approved nor disapproved of the contents of this press release.

Contacts:
Antler Hill Oil & Gas Ltd.
Peter Bures
CEO and Director
Phone: (647) 951-6511
E-Mail: [email protected]

Source: Antler Hill Oil & Gas Ltd.



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