/NOT FOR DISTRIBUTION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH
THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES
LAW./
CALGARY, AB, March 8, 2021 /CNW/ - Spartan Delta
Corp. ("Spartan" or the "Company") (TSXV: SDE);
(TSXV: SDE.R) is pleased to announce it has closed its previously
announced bought deal public offering of 11,250,000 subscription
receipts (the "Subscription Receipts") at a price of
$4.00 per Subscription Receipt for
aggregate gross proceeds of $45.0
million (the "Prospectus Offering"). The syndicate of
underwriters for the Prospectus Offering was led by National Bank
Financial Inc. and included Eight Capital, Stifel Nicolaus Canada
Inc., TD Securities Inc., Scotia Capital Inc. and Peters & Co.
Limited.
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 of Spartan (a
"Common Share") upon the completion of: (a) the previously
announced acquisition of all of the issued and outstanding common
shares of Inception Exploration Ltd. (the "Acquisition");
and (b) a non-brokered private placement of Common Shares and
Common Shares to be issued on a "CDE" flow-through basis for
aggregate gross proceeds of not less than $75.56 million (the "Private Placement").
Closing of the Acquisition and the Private Placement are expected
to occur on or about March 18,
2021.
The gross proceeds from the sale of Subscription Receipts have
been placed in escrow pending the completion of the Acquisition and
the Private Placement. If the Acquisition and Private Placement are
completed at or before 5:00 p.m.
(Calgary time) on May 31, 2021, the net proceeds from the sale of
the Subscription Receipts will be released from escrow to Spartan
and each Subscription Receipt will automatically be exchanged for
one Common Share for no additional consideration and without any
action on the part of the holder. If the Acquisition and Private
Placement are not completed at or before 5:00 p.m. (Calgary time) on May
31, 2021, 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.
It is anticipated that the Subscription Receipts will be listed
and posted for trading on the TSX Venture Exchange (the
"TSXV") under the symbol "SDE.R" at the open of markets
today.
About Spartan Delta Corp.
Spartan is an energy company whose ESG-focused culture is
centered on generating sustainable free funds flow through oil and
gas exploration and development. Building on its existing
high-quality, low-decline operated production in west central
Alberta, and oil-weighted growth
assets in the Alberta Montney, Spartan intends to continue
acquiring diversified assets that can be restructured, optimized
and rebranded, financially or operationally, yielding an increase
to shareholder value. Further detail is available in Spartan's
corporate presentation, which can be accessed on its website at
www.spartandeltacorp.com.
READER ADVISORIES
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 United States 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 listing of the Subscription
Receipts, the issuance of the Common Shares underlying the
Subscription Receipts, the completion of the Private Placement and
the Acquisition and the timing thereof and the use of proceeds from
each of the Private Placement and the Prospectus Offering.
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 Private Placement and 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 COVID-19 pandemic and the
retention of key management and employees. Please refer to
Spartan's most recent Annual Information Form and MD&A for
additional risk factors relating to Spartan, which can be accessed
either on Spartan's website at www.spartandeltacorp.com or under
Spartan'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.
SOURCE Spartan Delta Corp.
