Cardinal Energy Ltd. ("Cardinal" or the "Company") (TSX:CJ) is pleased to announce that it has completed its previously announced bought deal financing of 30,910,000 subscription receipts (the "Subscription Receipts") at a price of $5.50 per Subscription Receipt for gross proceeds of approximately $170 million (the "Offering") through a syndicate of underwriters led by RBC Capital Markets, and including CIBC Capital Markets, GMP FirstEnergy, National Bank Financial Inc., Scotiabank, BMO Capital Markets, Canaccord Genuity Corp., Cormark Securities Inc., Peters & Co. Limited and TD Securities Inc. (collectively, the "Underwriters").
Each Subscription Receipt entitles the holder thereof to receive, without payment of additional consideration or further action on the part of such holder, one common share ("Common Share") of Cardinal (an "Underlying Common Share") upon closing of the previously announced acquisition of certain high quality, low decline light oil assets (the "Acquired Assets") located in the Weyburn/Midale area of southeast Saskatchewan and in the House Mountain area of Alberta (the "Acquisition"). The Acquisition is expected to close on or about June 30, 2017.
The gross proceeds from the sale of the Subscription Receipts (the "Escrowed Funds") have been deposited with Computershare Trust Company of Canada, as escrow agent, pending delivery by the Company to the Underwriters of a certificate to the effect that all of the material conditions (other than payment of the purchase price) necessary to complete the Acquisition have been satisfied (the "Escrow Conditions"). Upon satisfaction of the Escrow Conditions on or before 5:00 p.m. (Toronto time) on August 31, 2017 (the "Deadline"), the Escrowed Funds will be released to the Company to enable it to complete the Acquisition. On the closing of the Acquisition, each holder of Subscription Receipts will receive one Underlying Common Share for each Subscription Receipt held, without payment of additional consideration or further action on the part of such holder, and such holder will also be entitled to receive an amount per Subscription Receipt equal to the amount per Common Share of any cash dividends for which record date(s) have occurred during the period commencing on the date hereof through the date immediately preceding the date the Underlying Common Shares are issued pursuant to the Subscription Receipts. Cardinal will utilize the Escrowed Funds to pay a portion of the purchase price of the Acquired Assets. The balance of the purchase price will be funded through a draw on the Company's revolving credit facility.
If: (i) the Acquisition is not completed by the Deadline; (ii) the purchase and sale agreement in respect of the Acquisition is terminated in accordance with its terms at any earlier time; or (iii) Cardinal has advised the Underwriters or announced to the public that it does not intend to proceed with the Acquisition (the date of occurrence of any such event being the "Termination Date"), holders of Subscription Receipts shall receive an amount equal to the full subscription price attributable to the Subscription Receipts and their pro rata entitlement to interest accrued on such amount up to and including the Termination Date.
It is anticipated that the Subscription Receipts will be listed and posted for trading on the Toronto Stock Exchange under the symbol CJ.R at the open of markets today.
About Cardinal Energy Ltd.
Cardinal is a junior Canadian oil focused company built to provide investors with a stable platform for dividend income and growth. Cardinal's operations are focused in all season access areas in Alberta.
SOURCE: Cardinal Energy Ltd.
The Toronto Stock Exchange has neither approved nor disapproved the information contained herein.