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Bellatrix Announces Strategic Process and a Court-Supervised Restructuring Proceeding


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Source: Bellatrix Exploration Ltd.

CALGARY, Alberta, Oct. 02, 2019 (GLOBE NEWSWIRE) — Bellatrix Exploration Ltd. (“Bellatrix” or the “Company”) (TSX: BXE) announces the commencement of a sale and investment solicitation process (the “Strategic Process”) to identify and pursue potential strategic options and alternatives with respect to Bellatrix to maximize value for the benefit of the Company’s stakeholders. The Strategic Process will explore a broad range of strategic options and alternatives that may be available to the Company, including, but not limited to, transactions involving the sale of all or a portion of the business and assets or shares of the Company, or refinancing, recapitalization or other restructuring transactions.  The Company intends to explore market interest with a range of potential parties, and remains engaged in ongoing discussions with certain existing key stakeholders in connection with Bellatrix’s potential strategic and restructuring alternatives.

Bellatrix has determined that in the current circumstances it is in the best interests of the Company and its stakeholders to implement the Strategic Process through a court-supervised restructuring proceeding, and has obtained today an initial order (the “Initial Order”) from the Court of Queen’s Bench of Alberta (the “Court”) commencing proceedings under the Companies’ Creditors Arrangement Act (the “CCAA”).  Pursuant to the Initial Order, among other things, a stay of proceedings has been granted in respect of the Company to allow Bellatrix to continue to operate its business without disruption while it pursues the Strategic Process and seeks to implement a potential sale or other restructuring transaction that may result from such Strategic Process for the benefit of its stakeholders.

“Bellatrix has for an extended period of time focused on its key strategic priorities of reducing debt levels, improving liquidity and strengthening its financial position, including transactions completed by the Company in 2018 and 2019 to, among other things, provide additional needed liquidity and to reduce its overall senior note and convertible debenture obligations,” said Brent Eshleman, President and Chief Executive Officer of Bellatrix. “In light of industry challenges facing the Western Canadian oil and natural gas sector, including prolonged and continued poor natural gas and natural gas liquids prices, we believe that the commencement of the CCAA restructuring proceedings at this time will provide the Company with the time and stability required to continue operating our business while we work to implement the Strategic Process and achieve an outcome that is in the best interests of Bellatrix and our stakeholders.”

Bellatrix has engaged BMO Capital Markets as its financial advisor to assist the Company in connection with the conduct and implementation of the Strategic Process.

There can be no assurance that the Strategic Process will result in a transaction, and given the level of secured debt obligations of the Company, there can be no assurance with respect to the levels of recovery that may be available to satisfy claims made by the Company’s secured or unsecured creditors, and its shareholders.

Additional information with respect to the Strategic Process will be made available by the Company as determined necessary or appropriate by the Company.

In connection with pursuit of its Strategic Process and the CCAA proceedings, Bellatrix has obtained US$15 million of interim financing (the “Interim Financing”) from certain holders of its secured notes, which Interim Financing was approved by the Court pursuant to the Initial Order.  The Interim Financing provides the Company with additional funding to support its ongoing operations without disruption while Bellatrix pursues the Strategic Process.

Bellatrix intends to continue to pay its employees for services rendered during the CCAA proceedings and intends to pay its suppliers for goods and services provided to the Company following the commencement of the CCAA proceedings. PricewaterhouseCoopers Inc. has been appointed as monitor (the “Monitor”) in the CCAA proceedings.  Materials publicly filed in the CCAA proceedings, including copies of the Initial Order and the Strategic Process, will be made available on the Monitor’s website at http://www.pwc.com/ca/bellatrix.

A comeback hearing in respect of the relief granted pursuant to the Initial Order has been scheduled for October 9, 2019 (the “Comeback Hearing”).  Interested parties wishing to bring a motion at the Comeback Hearing are required to provide notice to the affected parties prior to the Comeback Hearing pursuant to the requirements set forth in the Initial Order.

Goodmans LLP is acting as legal counsel to Bellatrix in connection with the Strategic Process and the CCAA proceedings.

In accordance with the policies of the Toronto Stock Exchange (the “TSX”), in connection with the CCAA proceedings, the TSX will be reviewing the continued listing of the common shares of the Company.  The common shares of the Company have been suspended from trading at this time.

About Bellatrix

Bellatrix Exploration Ltd. is a publicly traded Western Canadian based growth oriented oil and gas company engaged in the exploration for, and the acquisition, development and production of oil and natural gas reserves, with highly concentrated operations in west central Alberta, principally focused on profitable development of the Spirit River liquids rich natural gas play.

For further information, please contact:

Steve Toth, CFA, Vice President, Investor Relations & Corporate Development (403) 750-1270

Bellatrix Exploration Ltd.
1920, 800 – 5th Avenue SW
Calgary, Alberta, Canada T2P 3T6
Phone: (403) 266-8670
Fax: (403) 264-8163
www.bxe.com

FORWARD LOOKING STATEMENTS: Certain information contained in this press release may contain forward looking statements within the meaning of applicable securities laws. The use of any of the words “continue”, “plan”, “intend”, “explore”, “propose”, “would”, “will”, “believe”, “expect”, “position”, “anticipate”, “improve”, “enhance” and similar expressions are intended to identify forward-looking statements. More particularly and without limitation, this news release contains forward-looking statements concerning: the implementation of the Strategic Process and its potential impact and outcomes; the process for implementing the Strategic Process; the ability to identify and implement any sale or other restructuring in connection with the Strategic Process and the CCAA proceedings; the Company’s intended actions during the CCAA proceedings; and the effect of the CCAA proceedings.

Forward-looking statements necessarily involve risks, including, without limitation, the risks identified (a) under the the heading “Risk Factors” in the Company’s annual information form for the year ended December 31, 2018 (available at www.sedar.com); (b) under the heading “Future Operations” and “Liquidity and Capital Resources” in the Company’s management’s discussion and analysis for the period ended June 30, 2019 (available at www.sedar.com); and (c) risks associated with the ability of the Company to implement the Strategic Process; the ability of the Company to obtain all necessary approvals in order to complete any sale or other restructuring transaction identified in connection with the Strategic Process and the CCAA proceedings; the ability of the Company to operate in the ordinary course during the CCAA proceedings, including with respect to satisfying obligations to service providers, suppliers, contractors and employees; the ability of the Company to continue as a going concern; the Company’s future liquidity position, and access to capital, to fund ongoing operations and obligations; the ability of the Company to stabilize its business and financial condition; the ability of the Company to implement and successfully achieve its business priorities; the ability of the Company to comply with its contractual obligations, including, without limitation, its obligations under debt arrangements; the general regulatory environment in which the Company operates; the tax treatment of the Company and the materiality of any legal and regulatory proceedings; the general economic, financial, market and political conditions impacting the industry and markets in which the Company operates; the ability of the Company to sustain or increase profitability, fund its operations with existing capital and/or raise additional capital to fund its operations; the ability of the Company to generate sufficient cash flow from operations; the impact of competition; the ability of the Company to obtain and retain qualified staff, equipment and services in a timely and efficient manner (including in light of the Company’s restructuring efforts); and the ability of the Company to retain members of the senior management team, including but not limited to, the officers of the Company.

Events or circumstances may cause actual results to differ materially from those predicted, as a result of the risk factors set out and other known and unknown risks, uncertainties, and other factors, many of which are beyond the control of Bellatrix. In addition, forward looking statements or information are based on a number of factors and assumptions which have been used to develop such statements and information but which may prove to be incorrect and which have been used to develop such statements and information in order to provide stakeholders with a more complete perspective on Bellatrix’s future operations. Such information may prove to be incorrect and readers are cautioned that the information may not be appropriate for other purposes. Although the Company believes that the expectations reflected in such forward looking statements or information are reasonable, undue reliance should not be placed on forward looking statements because the Company can give no assurance that such expectations will prove to be correct. In addition to other factors and assumptions which may be identified herein, assumptions have been made regarding, among other things: oil and natural gas prices and differentials between light, medium and heavy oil prices; corporate production rates and reserve volumes; the impact of competition; the general stability of the economic and political environment in which Bellatrix operates; the timely receipt of any required regulatory approvals; the ability of the operator of the projects which Bellatrix has an interest in, to operate the field in a safe, efficient and effective manner; field production rates and decline rates; the ability to replace and expand oil and natural gas reserves through acquisition, development and exploration; the timing and costs of pipeline, storage and facility construction and expansion and the ability of Bellatrix to secure adequate product transportation; future commodity prices; currency, exchange and interest rates; the regulatory framework regarding royalties, taxes and environmental matters in the jurisdictions in which Bellatrix operates; and the ability of Bellatrix to successfully market its oil and natural gas products. Readers are cautioned that the foregoing list is not exhaustive of all factors and assumptions which have been used. As a consequence, actual results may differ materially from those anticipated in the forward-looking statements. Additional information on these and other factors that could affect Bellatrix’s operations and financial results are included in reports, including under the heading “Risk Factors” in the Company’s annual information form for the year ended December 31, 2018, on file with Canadian securities regulatory authorities and may be accessed through the SEDAR website (www.sedar.com) and at Bellatrix’s website (www.bxe.com). Furthermore, the forward looking statements contained herein are made as at the date hereof and Bellatrix does not undertake any obligation to update publicly or to revise any of the included forward looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.

For further information, please contact:

Steve Toth, CFA, Vice President, Investor Relations & Corporate Development (403) 750-1270

Bellatrix Exploration Ltd.
1920, 800 – 5th Avenue SW
Calgary, Alberta, Canada T2P 3T6
Phone: (403) 266-8670
Fax: (403) 264-8163
www.bxe.com



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