| Source: Return Energy Inc.
NOT FOR DISTRIBUTION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW.
CALGARY, Alberta, May 08, 2020 (GLOBE NEWSWIRE) — Return Energy Inc. d.b.a. Spartan Delta Corp. (“Spartan” or the “Company“) (RTN: TSXV) is pleased to announce that it has closed its previously announced non-brokered equity financing. The Company has issued 2,945,500,000 subscription receipts (the “Subscription Receipts“) at a price of $0.02 per Subscription Receipt for aggregate gross proceeds of $58.91 million (the “Subscription Receipt Offering“). In addition, the Company has entered into irrevocable subscription agreements for the issuance of 254,500,000 common shares in the capital of the Company (“Common Shares“) at a price of $0.02 per Common Share for gross proceeds of $5.09 million (the “Common Share Offering“) and, together with the Subscription Receipt Offering, aggregate gross proceeds of $64.0 million. National Bank Financial Inc., TD Securities Inc., Peters & Co. Limited and Eight Capital acted as Financial Advisors to Spartan with respect to the Subscription Receipt Offering and the Common Share Offering (collectively, the “Offering“).
Each Subscription Receipt represents the right to receive, without payment of additional consideration or further action on the part of the holder thereof, one Common Share upon closing of the previously announced acquisition of substantially all of the assets (the “Assets“) of Bellatrix Exploration Ltd. for cash consideration of $87.4 million plus the assumption of certain liabilities estimated to be approximately $14.8 million, for a total purchase price of $102.2 million (the “Acquisition“). The Common Share Offering will also close upon completion of the Acquisition.
The gross proceeds from the sale of the Subscription Receipts have been placed in escrow pending the completion of the Acquisition. If the Acquisition is completed on or before 5:00 p.m. (Calgary time) on June 30, 2020, the proceeds from the sale of the Subscription Receipts will be released from escrow to Spartan. The net proceeds from the Offering will be used to fund the development of the Assets and for general working capital purposes. If the Acquisition is not completed on or before 5:00 p.m. (Calgary time) on June 30, 2020, then the purchase price for the Subscription Receipts will be returned pro rata to subscribers, together with a pro rata portion of interest earned on the escrowed funds.
Pursuant to applicable securities laws, the Subscription Receipts, the underlying Common Shares and the Common Shares to be issued pursuant to the Common Share Offering will be subject to a hold period of four months plus one day following the distribution date. Spartan has paid eligible finders a cash commission in proportion to the gross proceeds received by Spartan that resulted from such finder’s efforts, subject to compliance with applicable securities laws. The Offering remains subject to final approval of the TSX Venture Exchange (the “TSXV“).
Return Energy Inc. d.b.a. Spartan Delta Corp. is a Calgary, Alberta based company engaged in oil and gas exploration and development. The Common Shares are currently listed on the TSXV under the trading symbol “RTN”.
For additional information please contact:
President and Chief Executive Officer
|Richard F. McHardy
|Return Energy Inc.
202, 1201 – 5th Street S.W.
Calgary, Alberta T2R 0Y6
This press release is not an offer of the securities for sale in the United States. The securities offered have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) or any U.S. state securities laws and may not be offered or sold in the United States absent registration or an available exemption from the registration requirement of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Forward-Looking and Cautionary Statements
This press release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words “expect”, “anticipate”, “continue”, “estimate”, “objective”, “ongoing”, “may”, “will”, “project”, “should”, “believe”, “plans”, “intends” and similar expressions are intended to identify forward-looking information or statements. More particularly and without limitation, this press release contains forward looking statements and information concerning the completion of the Acquisition, the completion of the Common Share Offering, receipt of all required regulatory and TSXV approvals, the use of proceeds from the Offering and the issuance of Common Shares underlying the Subscription Receipts.
The forward-looking statements and information are based on certain key expectations and assumptions made by Spartan, including expectations and assumptions concerning the receipt of all approvals and satisfaction of all conditions to the completion of the Offering and the completion of the Acquisition. Although Spartan believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information because Spartan can give no assurance that they will prove to be correct. By its nature, such forward-looking information is subject to various risks and uncertainties, which could cause the actual results and expectations to differ materially from the anticipated results or expectations expressed. These risks and uncertainties include, but are not limited to, fluctuations in commodity prices, changes in industry regulations and political landscape both domestically and abroad, foreign exchange or interest rates, stock market volatility, impacts of the current coronavirus (COVID-19) pandemic and the retention of key management and employees. Please refer to the Company’s most recent Annual Information Form and Management Discussion and Analysis for additional risk factors relating to Spartan, which can be accessed either on Spartan’s website at www.spartandeltacorp.com or under the Company’s profile on www.sedar.com. Readers are cautioned not to place undue reliance on this forward-looking information, which is given as of the date hereof, and to not use such forward-looking information for anything other than its intended purpose. Spartan undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by law.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release.
All dollar figures included herein are presented in Canadian dollars, unless otherwise noted.