Athabasca Oil Corporation Announces a C$200 Million Unsecured Notes Offering and Issuance of a Conditional Redemption Notice for its US$157 Million of Secured Notes due 2026
29 Julho 2024 - 6:09PM
Athabasca Oil Corporation (TSX: ATH) (“Athabasca” or the “Company”)
announced today that it has entered into an underwriting agreement
to sell at par, pursuant to a private placement (the “Offering”),
$200 million senior unsecured notes due 2029 (the “Notes”) which
bear interest at 6.75% per annum. Closing of the Offering is
anticipated on or about August 9, 2024.
Athabasca intends to use the net proceeds of the
Offering and cash on hand to redeem its US$157 million aggregate
principal amount of 9.75% senior secured second lien notes due 2026
(the “2026 Notes”). Athabasca will issue a notice today to
conditionally redeem its 2026 Notes at par plus applicable premium
and accrued and unpaid interest to, but excluding, the redemption
date. The redemption is expected to be completed on or about August
9, 2024 and is conditioned upon the completion of the Offering.
This press release does not constitute notice of the
redemption.
Prudent long-term balance sheet management is a
core tenet of Athabasca’s strategy. The Company has peer leading
credit metrics including a Net Cash position of $125 million with
Liquidity of $429 million (including $303 million cash) at June 30,
2024. The Company is proactively refinancing its existing term debt
on attractive terms, supported by strong business fundamentals and
constructive credit markets. The Offering supports a lower level of
outstanding debt and provides strategic flexibility and business
resiliency throughout commodity price cycles, and aligns the
Company’s long term debt maturity to its asset development
horizon.
The Notes are being offered for sale in Canada
on a private placement basis pursuant to certain prospectus
exemptions. The Notes have not been registered under the U.S.
Securities Act, or any state securities laws, and are being offered
and sold in the United States only to qualified institutional
buyers in reliance on Rule 144A under the U.S. Securities Act and
applicable state securities laws and outside the United States in
offshore transactions in reliance on Regulation S under the U.S.
Securities Act.
This press release does not constitute an offer
to sell, or a solicitation of an offer to buy, any security and
shall not constitute an offer, solicitation or sale in any
jurisdiction in which such an offer, solicitation, or sale would be
unlawful.
The Offering is being underwritten by BMO
Capital Markets as sole active bookrunner, in a syndicate that
includes ATB Capital Markets as co-lead manager, and Goldman Sachs
& Co. LLC and National Bank Financial Markets as
co-managers.
About Athabasca Oil
Corporation
Athabasca Oil Corporation is a Canadian energy
company with a focused strategy on the development of thermal and
light oil assets. Situated in Alberta’s Western Canadian
Sedimentary Basin, the Company has amassed a significant land base
of extensive, high quality resources. Athabasca’s light oil assets
are held in a private subsidiary (Duvernay Energy Corporation) in
which Athabasca owns a 70% equity interest. Athabasca’s common
shares trade on the TSX under the symbol “ATH”. For more
information, visit www.atha.com.
For more information, please contact: |
Matthew
Taylor |
Robert
Broen |
Chief Financial Officer |
President and CEO |
1-403-817-9104 |
1-403-817-9190 |
mtaylor@atha.com |
rbroen@atha.com |
Reader Advisory:
Certain information included herein is
forward-looking. Many of these forward looking statements can be
identified by words such as “believe”, “expects”, “expected”,
“will”, “intends”, “projects”, “projected”, “anticipates”,
“estimates”, “continues”, "objective" or similar words and include,
but are not limited to, statements regarding the size and terms of
the Offering, the use of proceeds of the Offering, the timing and
successful completion of the Offering, statements regarding the
pricing and timing of the redemption of 2026 Notes, prudent
long-term balance sheet management being a core tenet of
Athabasca’s strategy, maintaining a similar level of outstanding
debt providing strategic flexibility and business resiliency
throughout commodity price cycles and the Company’s debt maturity
to asset development horizon. Athabasca believes the expectations
reflected in such forward-looking statements are reasonable but no
assurance can be given that these expectations will prove to be
correct and such forward-looking statements should not be unduly
relied upon.
The forward-looking statements contained herein
are based upon certain assumptions and factors including, without
limitation: historical trends, current and future economic and
financial conditions, and expected future developments. Athabasca
believes such assumptions and factors are reasonably accurate at
the time of preparing this press release. However, forward-looking
statements are not guarantees of future performance and involve a
number of risks and uncertainties some of which are described in
Athabasca’s annual information form dated February 29, 2024 (the
“AIF”) available on SEDAR+ at www.sedarplus.ca. Such
forward-looking statements necessarily involve known and unknown
risks and uncertainties and other factors, which may cause
Athabasca’s actual performance and financial results in future
periods to differ materially from any projections of future
performance or results expressed or implied by such forward looking
statements. Such factors include, but are not limited to, risks
associated with: closing of the Offering and effecting the
redemption of 2026 Notes since it is conditional on closing of the
Offering; failure to complete the Offering and redemption of 2026
Notes; and general economic, market and business conditions; and
other factors, many of which are beyond the control of Athabasca.
Readers are directed to, and are encouraged to read, Athabasca’s
management discussion and analysis for the year ended December 31,
2023, management discussion and analysis for the six months ended
June 30, 2024 and the AIF, including the disclosure contained under
the heading "Risk Factors" therein.
Non‐GAAP and Other Financial
Measures
The “Net Cash” and “Liquidity” supplementary
financial measures in this press release do not have standardized
meanings which are prescribed by IFRS.
Net Cash
Net Cash is defined as the face value of term
debt, plus lease liabilities less cash and cash equivalents.
Liquidity
Liquidity is defined as cash and cash
equivalents plus available credit capacity.
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