Birchcliff Energy Ltd. Receives TSX Approval for Renewed Normal Course Issuer Bid
17 Novembro 2021 - 6:00PM
Birchcliff Energy Ltd. (“
Birchcliff” or the
“
Corporation”) (TSX: BIR) is pleased to announce
that the Toronto Stock Exchange (the “
TSX”) has
accepted the notice of Birchcliff’s intention to make a normal
course issuer bid (the “
NCIB”). The NCIB
effectively renews the Corporation’s existing normal course issuer
bid which is set to expire on November 24, 2021.
The NCIB allows Birchcliff to purchase up to
13,267,554 common shares (representing 5% of its 265,351,094 common
shares outstanding as at November 11, 2021) over a period of twelve
months commencing on November 25, 2021. The NCIB will terminate no
later than November 24, 2022. Under the NCIB, common shares may be
purchased in open market transactions on the TSX and/or alternative
Canadian trading systems at the prevailing market price at the time
of such transaction. Pursuant to the rules of the TSX, the total
number of common shares that Birchcliff is permitted to purchase is
subject to a daily purchase limit of 382,548 common shares, which
represents 25% of the average daily trading volume of 1,530,192
common shares on the TSX for the six-month period ended October 31,
2021. However, Birchcliff may make one block purchase per calendar
week which exceeds the daily purchase restriction. All common
shares purchased under the NCIB will be cancelled.
Birchcliff believes that at times, the
prevailing market price of its common shares may not reflect the
underlying value of the shares and the Corporation’s business.
Accordingly, depending on the market price of the common shares and
other relevant factors, Birchcliff believes that purchasing its
common shares may represent an attractive opportunity to enhance
Birchcliff’s per share metrics by reducing the number of common
shares outstanding, thereby increasing the per share value of the
remaining common shares. In addition, Birchcliff may use the NCIB
to help offset the number of common shares it issues throughout the
year pursuant to the exercise of options granted under its stock
option plan in order to minimize or eliminate dilution to
shareholders.
The actual number of common shares purchased
pursuant to the NCIB and the timing of such purchases will be
determined by Birchcliff. There cannot be any assurance as to how
many common shares, if any, will ultimately be acquired by the
Corporation.
Under Birchcliff’s existing normal course issuer
bid (the “Existing NCIB”), it obtained the
approval of the TSX to purchase up to 13,296,936 common shares over
the period from November 25, 2020 to November 24, 2021. As at
November 16, 2021, the Corporation has purchased 4,048,700 common
shares under the Existing NCIB at a weighted average price per
share of $5.73 through the facilities of the TSX and alternative
Canadian trading systems.
Forward-Looking Statements
Certain statements contained in this press
release constitute forward-looking statements and forward-looking
information (collectively referred to as “forward-looking
statements”) within the meaning of applicable Canadian
securities laws. All statements and information other than
historical fact may be forward-looking statements. By their nature,
forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause actual results or
events to differ materially from those anticipated in such
forward-looking statements. Accordingly, readers are cautioned not
to place undue reliance on such forward-looking statements.
Although Birchcliff believes that the expectations reflected in the
forward-looking statements are reasonable, there can be no
assurance that such expectations will prove to be correct and
Birchcliff makes no representation that actual results achieved
will be the same in whole or in part as those set out in the
forward-looking statements.
In particular, this press release contains
forward-looking statements relating to the NCIB, including
potential purchases under the NCIB and the effects of and benefits
of the NCIB. With respect to the forward-looking statements
contained in this press release, assumptions have been made
regarding, among other things: the anticipated benefits of the
NCIB; the degree to which the Corporation’s results of operations
and financial condition will be disrupted by circumstances
attributable to the COVID-19 pandemic; prevailing and future
commodity prices and differentials, exchange rates, interest rates,
inflation rates, royalty rates and tax rates; the state of the
economy, financial markets and the exploration, development and
production business; the political environment; the regulatory
framework; future cash flow, debt and dividend levels; future
operating, transportation, marketing, G&A and other expenses;
Birchcliff’s ability to access capital and obtain financing on
acceptable terms; the timing and amount of capital expenditures and
the sources of funding for capital expenditures and other
activities; the sufficiency of budgeted capital expenditures to
carry out planned operations; the successful and timely
implementation of capital projects; results of operations;
Birchcliff’s ability to continue to develop its assets and obtain
the anticipated benefits therefrom; the performance of existing and
future wells; and the ability to obtain any necessary regulatory
approvals in a timely manner. Birchcliff’s actual results,
performance or achievements could differ materially from those
anticipated in the forward-looking statements as a result of both
known and unknown risks and uncertainties including, but not
limited to: the failure to realize the anticipated benefits of the
NCIB; a failure to execute purchases under the NCIB; the risks
posed by pandemics (including COVID-19) and epidemics and their
impacts on supply and demand and commodity prices; actions taken by
OPEC and other major producers of crude oil and the impact such
actions may have on supply and demand and commodity prices; general
economic, market and business conditions which will, among other
things, impact the demand for and market prices of Birchcliff’s
products and Birchcliff’s access to capital; volatility of crude
oil and natural gas prices; stock market volatility; an inability
to access sufficient capital from internal and external sources on
terms acceptable to the Corporation; risks associated with
Birchcliff’s credit facilities; operational risks and liabilities
inherent in oil and natural gas operations; uncertainty that
development activities in connection with Birchcliff’s assets will
be economic; geological, technical, drilling, construction and
processing problems; the accuracy of cost estimates and variances
in Birchcliff’s actual costs and economic returns from those
anticipated; and changes to the regulatory framework in the
locations where the Corporation operates.
Readers are cautioned that the foregoing lists
of factors are not exhaustive. Additional information on these and
other risk factors that could affect results of operations,
financial performance or financial results are included in
Birchcliff’s most recent Annual Information Form under the heading
“Risk Factors” and in other reports filed with Canadian securities
regulatory authorities. Management has included the above summary
of assumptions and risks related to forward-looking statements
provided in this press release in order to provide readers with a
more complete perspective on Birchcliff’s future operations and
management’s current expectations relating to Birchcliff’s future
performance. Readers are cautioned that this information may not be
appropriate for other purposes. The forward-looking statements
contained in this press release are expressly qualified by the
foregoing cautionary statements. The forward-looking statements
contained herein are made as of the date of this press release.
Unless required by applicable laws, Birchcliff does not undertake
any obligation to publicly update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise.
About Birchcliff:
Birchcliff is a Calgary, Alberta based
intermediate oil and natural gas company with operations
concentrated within its one core area, the Peace River Arch of
Alberta. Birchcliff’s common shares and cumulative redeemable
preferred shares, Series A and Series C, are listed for trading on
the Toronto Stock Exchange under the symbols “BIR”, “BIR.PR.A” and
“BIR.PR.C”, respectively.
For further information, please
contact:
Birchcliff Energy Ltd.Suite 1000, 600 – 3rd Avenue
S.W. Calgary, Alberta T2P 0G5Telephone: (403) 261-6401Email:
info@birchcliffenergy.comwww.birchcliffenergy.com |
|
Jeff Tonken – President and Chief Executive
OfficerBruno Geremia – Vice-President and Chief
Financial OfficerChris Carlsen – Vice-President,
Engineering |
Birchcliff Energy (TSX:BIR)
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