/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, Aug. 18, 2021 /CNW/ - Spartan Delta
Corp. ("Spartan" or the "Company") (TSXV: SDE)
(TSXV: SDE.N) is pleased to announce it has closed its previously
announced bought deal public offering of 29,703,000 subscription
receipts (the "Subscription Receipts") at a price of
$5.05 per Subscription Receipt for
aggregate gross proceeds of approximately $150.0 million (the "Prospectus
Offering"). The Prospectus Offering was co-led by National Bank
Financial Inc. and CIBC World Markets Inc. (together, the
"Co-Lead Underwriters") on behalf of a syndicate of
underwriters (collectively, the "Underwriters").
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 satisfaction of the Escrow Release
Conditions (as defined below). The Company intends to use the net
proceeds of the Prospectus Offering to partially fund the cash
amount payable in connection with the previously announced
acquisition of all of the issued and outstanding shares of Velvet
Energy Ltd. (the "Acquisition"). Closing of the Acquisition
is expected to occur on or about August 31,
2021.
The gross proceeds from the sale of Subscription Receipts have
been placed in escrow pending satisfaction of the following escrow
release conditions (the "Escrow Release Conditions"): (i)
all conditions, undertakings and other matters to be satisfied,
completed or otherwise met prior to the completion of the
Acquisition having been satisfied, completed or otherwise met, but
for the payment of the purchase price, and that the Company and
Velvet are otherwise able to complete the Acquisition; and (ii)
there having been no material amendments of the terms and
conditions of the agreement governing the Acquisition which have
not been approved by the Co-Lead Underwriters, on behalf of the
Underwriters. If the Escrow Release Conditions are satisfied at or
before 5:00 p.m. (Calgary time) on November 15, 2021 (the "Deadline"), 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 Escrow Release Conditions are not completed on or before the
Deadline, if the agreement governing the Acquisition is terminated
at an earlier time, or if Spartan has advised the Underwriters or
announced to the public that it does not intend to proceed with the
Acquisition, then the purchase price for the Subscription Receipts
will be returned pro rata to the 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.N" 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 Acquisition and the
timing thereof and the use of proceeds from 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 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.
